A Day in the Life of Ultra Magnus
by optimus prime 007
Summary: We'll follow Magnus around the base for a day as he interacts with his fellow Autobots. There will be humor, romance, and a bit of adventure. Final chapter up with full mech and femme protoformed horizontal tango. Warning: adult content hence the rated M
1. 06:00 am

This story was originally intended to be a one shot chapter. However, it's gotten too long. To make it easier on the optics to read I've broken it down into chapters. It ties into chapters 32 and 33 of My Beautiful Rising Star (second story about my creation Kaceystar the daughter of Optimus Prime and Elita one). However, you do not need to read my Kaceystar stories to enjoy this story. For those who have this is simply a bonus story.

This is based in the 2007 movie-verse. Magnus will be OC because he always seemed a bit stuffy in the cartoon so I loosened him up a bit. But he is still an honorable mech and is a loyal friend to Optimus Prime.

_**BACKGROUND FOR THOSE WHO HAVE NOT READ THE KACEYSTAR STORIES (For those who have, you can scan down to the story's title and begin)**_

Ok, on with details. You already know Optimus, Ironhide, Ratchet and Bumblebee's alt forms from the 2007 movie. Here are some alt forms I had picked out for my Kaceystar stories. Each alt form was picked based on the personalities of the mech or femme and can be found on the internet if you want to see what they look like.

**Elita** – silver Mercedes 2008 ML63 AMG (_only the best for my Optimus plus it makes her tall which I needed for my stories. She's a head shorter than Optimus and very slender._)

**Prowl** – 2007 Dodge Charger Police Patrol (_I made him a little taller than Bee_)

**Sunstreaker** – orange 2008 Dodge Viper SRT 10 with silver racing stripes (_both brothers are the same size as Bee in height and width_)

**Sideswipe** – red 2008 Dodge Viper SRT 10 with silver racing stripes (_I changed the twins to muscle cars just like Bee was changed. In my opinion they deserved it.)_

**Chromia** – black 2008 Ford Mustang (_She's a little taller than Bee but slimmer_)

And of course:

**Ultra Magnus** – red 2008 Chevy Trailblazer SS with Silverstone metallic trim. (_I know this makes him significantly shorter than Optimus. Almost two heads shorter by my estimate. His frame is a little wider than Bumblebee's frame. This is what makes him strong, nimble, and quick. In my AU to be the best warrior doesn't mean you have to be the biggest.)_

_**Scene from chapter 24 of Hope's Journey, from Elita's POV**_

"_Ultra Magnus you slaggin spawn of Primus!" I grinned. "I never figured you would get captured by the Decepticons."_

"_It was six to one. I took down four before they called for back up."_

_I laughed. Good old Magnus. He wasn't the biggest mech but he was the scrappiest one as he loved to take on multiple Decepticons at once just to see how fast he could take them down during a battle. And rumor had it that he helped to teach Optimus in hand to hand combat._

That was Magnus' introduction scene in Hope's Journey. At that time I couldn't remember what his character was like. It'd been a long time since I saw the original series. Which is why he's a bit OC. Also, he is much older than Optimus, sorry. But they are good friends. For the one shot, I'm keeping him that way to stay in tune with the main stories.

In chapters 32 of My Beautiful Rising Star, Optimus' daughter, Kacey is now eighteen. It has been almost eight years since Mission City. The Autobots numbers have slowly been increasing as they make Earth their new home. The setting of this story takes place entirely at the Autobot base.

**a/n:** _italics_ denote flashbacks and also internal communicators or comlink chatter

**WARNING:** ADULT CONTENT! These are mature mechs and femmes here! You all know what that means. If not, then you're too young to be reading this.

* * *

**A DAY IN THE LIFE OF ULTRA MAGNUS**

My internal chronometer beeped to wake me from recharge precisely at **06:00 am** Western Pacific time. That's our local time here for the Autobot base that's hidden deep in the Northern Cascades in the state of Washington. We've managed to keep it hidden and safe from the Decepticons and the humans for over seven years now.

Yes, it's even hidden from the humans, for their safety as well as our own. If our liaison, Mr. John Keller, is needed on the base one of our shuttlecrafts picks him up at Nellis Air Force base then brings him here. And thanks to Hound and Wheeljack's inventiveness we use holograms to disguise the surrounding area of the base, helping us live peacefully.

I lay in the darkness thankful for this time of peace, for our new home, for a chance at a new life. It's nice to actually get a good night's recharge without getting interrupted from an attack or living with the threat of an attack. Since arriving on Earth, I've been able to relax and enjoy my time with old friends and new friends.

Perhaps…with one new friend in particular.

"Akima," I whisper, smiling as I get to my feet. I hit the panel on the wall near my bed turning on the lights in my quarters before moving towards the washroom.

My spark flutters every time I think of her. She was the one femme I never saw coming. I've been with…several femmes during my lifetime. Not one of them made me feel this way. Not to take anything away from the others, they were _**all**_ beautiful, intelligent femmes whose company I thoroughly enjoyed both intellectually and physically.

But with Akima…it's more, it's different, it's strange, it's…indescribable. For the first time in my life I'm off balance and unsure around a femme. I find myself doing the oddest things I'd never done before. I swear my cerebral processor even stops working from time to time when I'm near her for I am at a loss for words.

Is this what love is?

Or am I just getting up there in years and imagining things?

"Primus, I don't know," I sighed turning the shower on.

See! This is one thing I've never done before. Showering first thing in the morning, _**every**_ morning! Back on Cybertron I used to go for days without a cleansing just like the majority of the mechs. Of course we were constantly fighting and couldn't spare the energy to run the showers most of the time. But when I came to Earth I still only showered once or twice a week unless I was out on patrol. Then it'd be a month before I was anywhere near a washroom.

That all changed when I met her…Akima.

As the cleansing solvent grows hotter, penetrating all the gaps in my armor I smiled recalling the first day I met Akima. She'd only been on Earth for a week, passed her Medical exam with flying colors, finished her orientation of Earth's cultures, and picked an alt form. I had walked into my private sparring room, where I give individual lessons as well as train myself, and there she was…beating the slag out of a drone.

_At first when I heard the familiar grunts, hits and slaps, I was miffed that would someone was in __**my**__ private training room sparring with a drone without authorization. This was my sanctuary. One was not permitted within unless they had an invitation from me or was here to deliver me a message or was an officer eager for an aft ripping._

_However as I crossed the threshold all my anger faded and I gasped. I literally gasped, vocal processor slightly opened and my optics were ogling._

_The purple and silver blur of her armor was so mesmerizing that my optic covers ceased to function and locked open. Her slender form was pure grace and beauty as she lunged, kicked, punched, and dodged in her ballet of battle against the drone. And I would have continued watching her if the drone hadn't knocked her down. The moment she hit the floor I came to my senses, shaking my head slightly._

"_Stand down," I immediately ordered the drone before it advanced on her._

_I fought the urge to rush to her side to aide her and instead moved slowly across the room. Only through my many, many years of experience was I able to mask my emotions. But Primus help me, my spark was quivering like mad within its chamber._

"_Are you ok?" I asked as she got to her feet._

"_Yes, I'm fine," she replied. Right away I could tell by her tone she was a no nonsense kind of femme. Good, I'm not into femmes who are too bubbly. "I saw you out of the corner of my optic and was distracted."_

"_I apologize then. But this is my private training room. The public one is the next door down."_

"_Oh, I'm so sorry. I didn't realize," she quickly said. Wow! She was even lovely when she was flustered! "I just walked in saw the drones and…"_

"_It's quite alright," I smiled kindly, interrupting her. I couldn't stand to see a femme in any kind of distress. "I saw a little bit how you fight. Your technique is a bit unorthodox but you have some very good moves."_

"_Well, growing up on the outskirts of Kaon in an underground base wasn't easy. I had to learn what I could from any soldier who would teach me. I learned early that in order to survive I had to fight."_

_Primus, she looked so sad as she said that. My spark ached to want to comfort her, hold her, to want to find out why she was sad._

"_Obviously, you've done well to have made it to Earth…hrr, I'm sorry, I don't believe I know your name."_

"_Akima," she smiled and my spark nearly exploded._

_Wow! Her entire face lit up with that smile. Her lovely blue optics seem to just sparkle._

"_I'm Ultra Magnus," I replied calmly, gently shaking her hand._

_Now it was her turn. I thought she was going to faint!_

"_**The**__ Ultra Magnus?!"_

_Wow! She knew my name!! Sweet!_

"_There's only one unless there's an imposter out there."_

"_Sorry," she smiled sheepishly, blushing even. "It's just that…wow! I've heard so much about you. About how you saved Optimus Prime from being a prisoner during the Decepticon raid at Decagon."_

"_I had a lot of help!" I quickly but modestly inserted._

"_You single handedly took down sixty Decepticons during the fight on the Axion planes."_

"_I think someone was exaggerating," I chuckled. "It was only like…twenty of them and not all at once. But who's counting?"_

"_You're…you're a big war hero!" she said excitedly, her optics wide as could be._

_My spark sank. Figures, the one femme that sends my spark and processor fritzing is a fan._

"_Akima, I'm not a hero," I seriously said. "I'm just a mech doing his duty as a soldier."_

"_But you're so good at it!"_

"_Ah, Magnus, should I come back another time for sparring?" Bumblebee asked, standing in the doorway. He was on time for his scheduled session._

"_Oh, sorry! I'll go now. I'm sure you have important warrior things to do," Akima smiled, her optics seemed a bit glazed over as she stared up at me. "It was an honor to meet you, Sir."_

"_Likewise, Akima," I sighed._

_I had never felt so dejected in my entire life as I stood there watching her go. I didn't even care that Bumblebee was there to see it._

"_Are you ok?" the young mech asked, seemly very concerned for me._

"_It's nothing," I frowned._

"_Please forgive me, but I saw how you were looking at her before she went on the hero worship trip. I've seen that look on a mech's face a number of times when they fall for a femme."_

"_And, so what about it?" I countered rather defensively._

"_If she means that much to you, then make her see you for who you really are."_

"_I don't know, Bumblebee…"_

"_Magnus, trust me," Bumblebee said and had the most serious tone I've ever heard from him. "If you don't follow your spark, that love you keep inside will just eat at you everyday. That's not a kind of pain you want to live with."_

_He meant it. He truly meant it so much it was as if he'd gone through it before. But when? I've never seen Bumblebee take any interest in a femme…or a mech. I don't even think he's interfaced yet despite the fact that Sunny and Sides, his closest friends, have done it now, several times to my surprise. Those three were like brothers always doing things together, getting in trouble together, but always taking care of each other._

"_Now come on, Magnus," Bee smiled brightly as if he didn't say such spark felt words. "It's time for me to kick your aft."_

"_We'll see about that…runt," I smiled back._

Needless to say, I took Bumblebee's advice. It took some time to break down the pedestal Akima had me on. But it was worth it. As a result we became good friends and excellent sparring companions. I fell for her even more than before. It took me a few days to gather up my courage to ask her out on a date.

Kacey helped me out by preparing a shuttlecraft and giving me the coordinates for a spectacular view of a meteor shower. It was the most memorable first date I had ever been on. Akima and I didn't speak much, nor did we touch the high grade we brought along for the show. It was just Akima leaning against me with my arm around her shoulders as we watched the meteor shower.

I haven't forgotten how warm her lithe form felt against mine. Even now I can almost feel how delicate her hand felt in mine. And I will never forget how my spark was hammering nervously within its chamber when I had kissed her good night just outside her quarters.

It was a spur of the moment decision. We had both said good night but didn't she didn't enter her quarters. For a long moment we just stared at each other. And so, I kissed her, just a soft pressing of my lips to hers. The contact was brief but the effects seemed ever lasting as I fell into recharge that night with the biggest grin ever on my face!

And for a week straight I've taken Akima out on a date. Sometimes to the recreation room for some high grade. Sometimes we'd just walk through the forest outside of the base in the moonlight holding hands. But each night, I'd gently kiss her goodnight outside her quarters.

Only, last night's kiss was…wow. Yeah, that about describes it. Wow! Hands caressing (in respectable places like arms and upper backs), warm almost hot bodies pressing into each other, and lips parting tongue probing kissing. It might have progressed even further if we hadn't heard someone walking down the hall towards us. But the second we parted, experience told me the moment was over and thus we bid each other good night again before parting ways.

But today was a new day! We had another date tonight! And because of that passionate kiss last night I found myself in this situation now, standing in front of the washroom mirror preparing to wax my armor. The last wax job I had was…Primus, five years ago when Kacey talked me into going through that carwash!

"Frag! Sunny, how do you do this every morning?!" I asked, staring at the wax in one hand and the rag in the other while trying to figure out how I was going to reach my backside.

I started wondering if Akima would even notice if my armor was shiny or not. Pfft, what am I saying? Femmes notice everything. Especially how shiny your armor is! Why I've even seen femmes ask Sunny how he gets that extra gleaming shine. Femmes are always looking for a way to capture a mech's optic. Honestly, we're not that complicated.

I groaned, "I can't believe I'm doing this! I hope she notices otherwise I'm never doing this again."

It was a little awkward at first because I had no idea what I was doing. So, I figured I'd start with my leg armor since it was the easiest to reach. Once I got going I found it was easier than I thought. I was even flexible enough to get most of my back side.

"_Magnus, can you report to my office immediately please?_"

"Orders acknowledged, Optimus," I answered, giving myself the once over in the mirror.

* * *

So phoenix13, how was that for starters? I'm expecting whopper reviews from you since this is your mech!

My apologizes for now and later. Some of the chapters will end rather abruptly because of how I have to separate the story. Each chapter title will be a time of day. Again, I apologize just bare with it, please. Thank you.


	2. 07:19 am

And just like that, at **07:19 am** my day officially started.

I made my way quickly through the base, politely greeting anyone I passed. When Optimus requested your presence immediately, he meant it. And he rarely made such a request unless it was something very important.

"Morning, Magnus," Prowl said, coming to a stop as I approached him.

"Morning, Prowl," I nodded.

"Will you be needing a shuttlecraft again tonight?" he asked with a smirk plastered on his faceplates.

I have to say in all the years I've known Prowl I've never seen him smile so much as he's done here on Earth. He has loosened up a _**bit**_. I've actually seen him in the recreation room having fun, something he never did when he was second in command under Sentinel's time as Prime. However, he is still a stickler for rules and regulations. He will hassle you if you don't get your reports in on time. He bitches constantly about Roller speeding through the hallways.

Honestly, I think Kacey purposely orders Roller to speed around as often as possible just to bug Prowl. I wouldn't put anything past Prime's daughter, not after she put dye in Ratchet's shower that turned the color of his armor to hot pink for a week!

"No," I grinned right back, stopping near him. "It's movie night in the recreation room. Kacey said she had a special romantic comedy picked out for the occasion."

"Oh," he answered, a flicker of sadness flashed in his optics.

I silently berated myself for not being mindful of Prowl's feelings. Just because he's Prime's second in command doesn't mean the mech is infallible. He has his bad days like many of us. I know he still misses Jazz. Many of us miss Jazz. But none more than Prowl.

"Well I do hope you and Akima have a wonderful time," he smiled kindly then went on his way.

"Thanks."

I watched my friend for a moment. Many thought Jazz and Prowl were the oddest couple ever. Prowl was so grounded, logical, and a bit stern. Jazz a little wild, enthusiastic, and optimistic about everything. Opposites basically. They even used to date femmes, although Prowl never went out with as many as Jazz did. Jazz was well known for his…knowledgeable skills with a femme in a recharge bed.

They became good friends of mine when I joined the Autobot ranks. I knew them both very well. I watched them butt heads a number of times regarding rules and regulations. But I think it was the fact the each one saw the other as a challenge that eventually brought them together. And it saddens me to see Prowl without his mate. No bonded should have to be forced to live alone without the one they love most.

I sighed and then continued on. My processor focused once again on my own dilemma. Am I in love? I truly believe so but then again I'm not sure. If I am, when do I tell Akima? How do I tell her?

Arg, why is love so complicated?!

Within a few moments I arrived to see Optimus had his office door wide open. Open door was an open invitation for anyone. And since I had orders, I walked right in…then came to an abrupt halt.

Oh!

Ok, I've seen Optimus and Elita kissing before. It was usually a bit reserved, just a pressing of the lips and maybe with a hug, if Elita was in the mood for that kind of affectionate display in public. But this…this was more than just a mere kiss.

Optimus actually had his hand on her aft, squeezing it rather aggressively. Elita wasn't being shy either with her hands as she pulled him tight up against her form. I couldn't see, but I'd wager that there was some passionate tongue wrestling going on as well. Make that very passionate! My sensors indicated their core temperatures were up well above the norm.

Voices were approaching from outside in the hall. I had to do my duty to save their honor otherwise there'd be a rumor going all over the base that Optimus and Elita were fragging each other with the office door open. Yeah, that's the kind of rumor that can result from a simple kiss around this base.

I cleared my vocal processor loudly.

"Magnus!" Optimus yelped, quickly moving his hand to a more respectable position as they parted.

"I thought Ironhide taught you to always make sure the door was shut if you're going to be fooling around with your femme in the office," I teased, crossing my arms across my chest. It wasn't often I got to tease Optimus anymore since he became Prime. But each time I always took full advantage!

"I…we…I mean…"

"Relax, Optimus," Elita chuckled, slapping him playfully on the chest. "It's only Magnus. Thank Primus it wasn't twins."

"Yes, they'd still be watching that rather…passionate, groping display of affection," I smiled.

"Just how long _**were**_ you standing there?" Optimus asked, narrowing his optics.

"Long enough to know that the twins aren't the only two with overactive interface systems."

"I wouldn't be saying things like that if I were you, Magnus. Especially now that you have a femme."

"Optimus, be nice," Elita chided, elbowing him in the ribs.

"Come on, Elita. I hardly ever get to poke fun at Magnus."

"That's because I never get into those kinds of situations you find yourself in, Optimus."

"Well, at least I don't spend my time in front of a mirror putting a coat of wax on to impress a femme!" Optimus countered rather smugly.

Elita reached up and yanked on one of Optimus' antenna.

"OW! Elita!"

She yanked and twisted it good.

"OW!"

"Leave poor Magnus alone. No one gave you that kind of slag when you were dating me."

"Actually, Elita…we were worse," I openly admitted.

"Oh," she gasped, quickly released him.

"Ratchet and Ironhide were notorious for teasing me," he said, tenderly rubbing the tip of his antenna.

"True, but all the teasing stopped the first time you were captured," I said to Elita. "We never teased him about how much he loved you after that. We were all so grateful the lugnut saved you to bring you home where you belonged."

"Hey Lita! You done fraggin your mech! We have a mis…"

Chromia stopped in mid sentence and whistled appreciatively at me. Her bold blue optics surveyed me from top to bottom rather as she strolled into the office and slowly walked around me.

"Nice, Magnus!" she smirked. "You're gonna knock the bolts off Akima's aft. Too bad I'm already hitched otherwise I'd frag you right now!"

If I didn't know Chromia the way I do I might have been a little taken aback. However, I did blush slightly. I'm not used to receiving such high compliments over my looks. I mean I knew I was a handsome mech but my features couldn't rival the femme magnet standing there, trying not to laugh at me.

"Come on Elita, we can both do him!" Chromia winked. "Optimus won't mind if we use the office. He can watch if he wants to. Mechs are such pervs and like to watch."

Optimus stopped laughing and actually looked worried for an astrosecond!

"As tempting as that might be, I only interface with one mech," Elita smiled wrapping her arms around Optimus' waist. "With no one watching."

"Yeah, Ironhide might blow Mags to tiny bits if I did that. Anyway, come on Lita. Firestar's waiting in the shuttlecraft for us."

"I'll see you tomorrow at the rendezvous coordinates," Optimus smiled affectionately at Elita.

"You and Ironhide better not be late," she warned then kissed him tenderly. The femme commander turned and gave me a hug and kiss on the cheek. "You look very handsome Magnus. I'm very happy for you."

"Thank you," I smiled bashfully, returning the hug.

Optimus watched Elita leave with Chromia before focusing his attention on me.

"Femmes," he chuckled taking his seat behind his desk. "Are you sure you know what you're getting into?"

"I think so…I mean…I honestly don't know right now, Optimus."

"Sit down," he sniggered softly, closing his office door with the control panel on his desk.

This felt so weird. I was twice Optimus' age and here I was about to ask him for advice about femmes! I mean, I couldn't go to Ironhide he'd laugh right in my face. So would Ratchet. Primus, if the twins ever find out I'll never live this down.

"Optimus, how…when…"

I sighed in frustration rubbing my forehead. I didn't even know how to ask him! And he's one of my closest friends.

"Perhaps I'll start," Optimus smiled kindly. "I think I have a good idea what you're going through. You're spark flutters, you start doing the oddest things. Then you start wondering, is this what love is? Sound about right?"

I nodded.

"Well my friend that is a question many still strive to answer. Love is so many things. A word, a feeling, an expression. The mistake many mechs make is over analyzing the question. Do I love her? Does she love me? What the frag is love? Bottom line Magnus, follow your spark."

"How did you know Elita was the one for you?"

"To be honest, it's hard to answer that question. It was just a feeling I had. I knew I loved her. I never doubt that. Nor did I doubt the love she had for me. Then one day, I looked at her, felt her in my arms, and this overwhelming sense of calmness filled my spark. It was like everything suddenly made sense."

"Then why did you take so long to ask her to bond with you?"

Optimus laughed loud and hard.

"Sorry," he chuckled, composing himself. "The look on your face was priceless. Magnus, you've been around the proverbial merry-go-around a lot more times than I have. I was only with two femmes before I met Elita. So…"

"Three," I corrected.

"No, it was only two that I dated."

"Ok, but three that you interfaced with then."

"Honestly, I don't know if that first time should really count. You and Ironhide got me so over energized on high grade I don't recall much."

"Overloading with your interface appliance in the port counts, sober or not. Besides, you were so nervous Ironhide thought some high grade would relax you. And even after that, we still had to shove you through the door and hold it closed so you couldn't get out."

"Well, how did you two expect me to react? You set me up with the femme, whose name I still don't know to this day. I've got Ironhide in one audio receptor corrupting my processor with things the femme is going to do to me. And you in my other audio receptor telling me to relax and enjoy it!"

"And enjoy it you did!" I laughed then ducked when Optimus chucked a datapad at me.

"For frags sake! Were you guys outside the door listening?"

"How else do you think we knew you were done so we could take you back to the base before curfew? We ended up having to carry your heavy aft. Sentinel thought it was funny as hell when we told him."

"Sentinel knew too?!" he asked, looking totally mortified.

"Of course," I smiled then turned serious. "Sentinel knew about everything regarding you. He loved you very much and only wanted the best for you."

"Anyway…back to _**your**_ love life," Optimus said, changing the subject. I let him. Sentinel was a very sensitive subject for Optimus. Even though the mech was only his adopted father, Optimus loved him just the same. It nearly broke his spark when Sentinel was killed. "Back to what I was going to say. I'm not going to sit here and tell you I know everything about femmes. But, I do know _**my**_ femme. I know Elita can never be forced to do something she's not ready for."

"Well, it was worth the wait. The day you bonded with Elita, you get her pregnant with Kacey. That's rather impressive, Optimus."

"It was a wonderful accident," he smiled proudly. "And stop changing the subject. I'm trying to help you."

"I'm sorry. I do need some advice. Akima…she means so much to me. I'd do anything for her. I'm afraid to tell her I love her that it might scare her away. She's so young. Primus, she was barely out of younglinghood when she made the long journey to Earth."

"Age for us is meaningless, Magnus. Look at Ironhide, he was probably born during the beginning of time and Chromia is my age. Besides, from what Kacey told me, Akima was forced to mature because of the war. Try not to think about it to much. Let the moment happen. And when you do tell her how much you love her you will know exactly how she feels about you."

"Thanks, that actually makes me feel much better."

"Good, now for the reason I called you here," he seriously said, meaning the jokes were over for now. "Elita and I have discussed and agree it's time for Kacey's training to resume. As you are our resident expert in hand-to-hand combat I'm requesting that you train my daughter."

"Ah yes, she's eighteen now," I smirked. "I've noticed Rox following her around the base when his training permits. Time to learn how to defend herself against young mechs like him, right?"

"I swear that mech has a few screws missing in his processor," Optimus said, shaking his head.

"True, but he's a good fighter, will be a worthy addition to the Autobot army once he's fully mature. Besides, Kacey can handle him. I've seen her put him in his place on a number of occasions."

"I'm glad to hear that. Still, Kacey is growing up fast and she will be joining our ranks as soon as she capable. I need my daughter to be able to handle herself on the battlefield and you're the one mech I trust most to teach her how."

"It would be my honor to teach her," I told him, bowing my head then chuckled at a sudden memory.

"What?"

"I was in this exact position long ago, only it was Sentinel asking me to train you."

"You will find Kacey is already a more capable fighter than I was at her age," he smiled proudly.

"I have time around 11:30 am for her first lesson today if you want."

"That will be perfect."

"Until later then, Sir," I said, rising to my feet.

"Oh, Magnus," Optimus called as I reached the door. When I turned he had a very serious expression on his face. "I should warn you, Kacey is much stronger than she appears so you may want to watch yourself."

"Yeah, sure," I snorted. "I didn't realize you had a sense of humor, Optimus."

"Don't say I didn't warn you," he shouted as I walked out the door.

I couldn't help but laugh. I know Kacey's protoform was constructed by Alpha Trion to be the next evolutionary step for our kind. But she's still a femme. And femmes can only hit so hard. Oh well, I can't blame Optimus for trying to protect his little femme. I would do the same thing.

"Hey Magnus, up for some target practice?" Ironhide asked as he approached.

"I can't, got an appointment with Ratchet for my maintenance check up."

Ironhide came to a sudden stop staring closely at my armor.

"Oh Primus!" he laughed heartily. "You've got it bad for this femme to wax your armor all up! Better hope Ratchet's oily fingers don't mess up your shine."

Crap! I hadn't even thought of that! The expression on my face Ironhide only laughed louder. I raised my fist the pelt him. Friend or not it wouldn't be the first time I've let Ironhide have it.

"Ok, ok," he laughed, hands raised in surrender as he backed away. "I'll stop."

Of course, he didn't stop but kept laughing as he headed off down the hall.


	3. 08:15 am

We pick up right where Ironhide left Magnus. Poor mech is facing yet another dilemma! LOL. For those who haven't read my Kaceystar stories, Galen is Ratchet's son. The cranky CMO fell in love and bonded with Moonracer during Hope's Journey. Might do a one shot of their bonding night someday.

* * *

A heavy sigh escaped me as I slowly walked on. Here it was **08:15 am** and my shiny armor was about to be ruined before my 09:30 am training session with Akima.

Maybe I could pop round to see her before my maintenance check up.

No, Ratchet hates it when you're late for those. I prefer not to be late as he _**will**_ make the check up as uncomfortable as possible to ensure you're never late again. Yeah, I was late…once.

I could rebuff after my check up.

No, wait, can't do that either. While my shower took all of ten minutes, applying a single coat of wax almost took me a full hour. Ratchet's checks up were long and thorough. I wouldn't have any time to rebuff.

And today was going to be a busy day for me with all the training sessions I had lined up. I doubt I'd have time to shower, again, let alone rebuff my armor before my date with Akima tonight.

My head bowed slightly and my optics dimmed slightly in disappointment. Oh well, there's always tomorrow.

"Hey Red," I greeted politely as I entered the Med Bay. I immediately noticed Ratchet wasn't anywhere to be seen. "Where's Ratchet? I had a scheduled maintenance check up with him."

"In his quarters. Galen has a system upset. I can perform the check up or you can reschedule."

"I'll reschedule, I have things to attend to," I said seriously, keeping my excitement contained. "Thanks."

"You're welcome," he chuckled as I quickly left the Med Bay.

Thank you Primus!

This was perfect! I could spend some time with Akima before our session and she could see my shine. Session time she was all business, as was I. But at the same time I felt bad for Ratchet's son. System upsets were no fun at any age.

I stopped and turned back heading to Ratchet's quarters. I should at least pay a courtesy visit. Ratchet is a good friend of mine despite the fact he's thrown a few spanners at my head over the years for beating the slag out of Optimus during a few of our sparring sessions.

"Morning Magnus," Moonracer said after she opened the door. "Can I help you with anything?"

"Red told me about Galen. How's he doing?"

"Much better than a few hours ago," she replied allowing me to enter. "Poor dear was up most of the night. Ratchet's trying to get him to rest right now."

"Who was it…oh, hi Magnus."

"I'm sorry to disturb you and your family, Ratchet," I quickly said. "I just wanted to make sure Galen was alright."

"I gave him a mild sedative to help him rest," Ratchet sighed wearily. "Thank Primus, the worst is over. I expect he'll be back to normal by tomorrow. We can reschedule your check up for same time next week."

"Sure."

"Dad!"

Ratchet hurried away at the sound of his son's cry.

"I'd better get going so you both can tend to Galen."

"Thank you for stopping by," Moonracer said. "We both appreciate it."

"It was my pleasure."

"By the way, nice shine, Magnus," she smirked as I headed for the door. "Better go show it off before it gets ruined."

"I plan to," I beamed making her laugh.

Yup, femmes notice everything. I'll excuse Ratchet for not noticing since he was distracted by his son's current condition. Actually I'm gratefully he didn't notice, he would have been laughing like Ironhide did.

So, with one goal in mind, I headed to the recreation room. Akima was usually there enjoying a warm cup of energon before her shift started. I found myself eager to see her. Even my spark raced in anticipation of her being there.

Yet, I forced myself to slow my pace as I walked.

I still did have a reputation to uphold. Quiet. Strong. Dignified. Poised. After all, I was a seasoned soldier, a well respected mech wrecker. It didn't do me any good to go acting like a young mech who would fritz at the first sight of a beautiful femme.

Primus! She's there!

Oh yeah, I'm _**so**_ composed.

Pushing back my shoulders slightly, straightening up, head held high but not too high, I then casually strolled in. I politely nodded, as I would to anyone who said hello to me. Akima was in a quiet corner by herself at a table reading a datapad and hadn't noticed me yet as I approached.

"Excuse me, Ma'am, is this seat taken?" I asked, flashing that gentle smile I reserved only for her.

"Magnus," she responded, her beautiful optics brightening as they locked on mine. "You silly, of course it's not taken."

My spark fluttered deep within its chamber. She was most lovely when she smiled. Her entire face seem to always light up whenever she smiled.

"How did you get out of your maintenance check up with Ratchet?" she asked, narrowing her optics at me as I sat down across from her.

"Galen has a system upset so my check up has been rescheduled for next week."

"Poor little mech, those are never any fun. Is he ok? "

"Yeah, Ratchet's taking good care of him."

"Wow, you look at you!" she exclaimed, her optics quickly giving me the once over. I sat up a little taller in my seat with my chest puffed out. "You're like a knight in shiny armor."

My grin grew wider and I felt the heat slightly rise in my faceplates. I knew she'd notice and still I blushed!

"Sorry, I've been learning more about the human's history," she smiled. "I'm currently reading about the Middle ages."

"Somehow I find it hard to believe that you'd ever be a damsel in distress!" I said, taking hold of her small hand in both of mine.

Now she was blushing. Honestly, she had nothing to blush about. She could kick aft with the best of us.

Is that a sign of how much she likes me?

Maybe this would be a good moment to tell her how I feel. I mean, I don't have to tell her I love her. But I could at least tell her she's become a very important part of my life.

"Akima, I…"

"Would you look at that, Sides! I never thought I'd see the day that Ultra Magnus got himself all shined up for a femme!"

I groaned to myself, letting go of her hand. Why does it not surprise me that Sunny would be here to rudely interrupt a quiet moment with Akima and take pathetic shots at my ego?

Normally, I ignore his juvenile attempts at trying to get my riled up. Not to mention, I don't want to appear as immature as the twins in front of Akima by responding to their wise cracks. However, he's been increasingly annoying the past few days as I seem to be the focus of his taunts and jokes. I've about reached my limit.

"Honestly, Sunny, was that the best you could come up with so early in the morning?" I countered, leaning back in my seat, forcing myself to remain calm. A hundred years ago I would have been pounding his aft already. "It's what…**08:38 am**. Too early by your standards. Shouldn't you still be getting your beauty recharge or at least be having your brother buffing your aft for you right now."

Sunny narrowed his optics at me then pulled up a chair and sat right next to Akima. He even smugly draped an around lazily around her shoulders. I wasn't worried too much. I was more pissed than anything that he'd have the gall to touch my femme. Besides, she could take him down if she wanted to. Yeah, that's my femme, a regular aft ripper!

"Akima, what do you see in this…what's that human phrase, Sides?"

Sides leaned down and whispered into his brother's audio receptor.

"Oh yeah, what do you see in this 'old fart'?" Sunny asked. "You should be with some more your age like me. You know, some who still has all his _**parts**_ working in prime condition. With as old as Magnus is, I'm not sure all of his _**parts**_ are working at all."

"My _**parts**_ are functioning just fine," I growled, balling my fists up.

Akima reached across the table, patting my hand affectionately. I relaxed instantly. Only she could calm my anger in an instant with a single touch. And she seemed to understand what I was going through even though I've never voiced my irritation with Sunny to her.

Yeah, you can add perceptive to beautiful, intelligent, and aft ripping for my femme.

"Sunny, I don't believe I gave you permission to sit at this table with me," Akima said, in a sweet, gentle tone. "Magnus was kind enough to ask. I'll take manners any day over jealous twerps looking for an interface! So, if you don't get your arm off me you will be making a trip to the med bay very shortly to repair any broken, useless _**parts**_!"

"I like her, she's funny!" Sunny giggled. "Unlike Magnus, who has no sense of humor."

"I don't think she's joking," Sides remarked.

Sunny glanced over at Akima. No, she wasn't joking as her optics flared at him.

"Why is it that all the beautiful femmes are such aft kickers?!" Sunny huffed wisely getting to his feet.

"Because we have to learn how to fend off silly mechs like you," Akima answered with a smile.

"Touché, Ma'am. Although, Sides is the silly one with all his bad jokes. I'm the handsome one."

"We look exactly the same, except for the color of our armor!" Sides complained, smacking his brother upside the head as they walked off. "And at least I can say a joke and get the punch line right you stupid aft!"

I looked back to Akima after we watched the twins having a shoving contest on their way out the door of the recreation room. We laughed. We had to.

"They are entertaining, I'll give them that," she smiled, reaching and grabbing my hand. "So, what were you about to tell me before you were interrupted?"

"I…"

Frag it to pit!

Wouldn't you know it! In that moment, as her amazingly beautiful optics locked on mine, my fragging vocal processor glitched, I got nervous, and my cerebral processor went blank. An astrosecond later the glitch undid itself, I was still nervous and said the first thing that flashed through my cerebral processor.

"I need to study some visual recordings before our session today. Optimus has ordered me to begin Kacey's training in hand-to-hand combat."

Where the frag did that come from?! That wasn't what I wanted to say! I know it was on my processor as I was excited about it the opportunity. But jeez!

"That's great!" she exclaimed. "Congratulations!"

Oh well, at least Akima was happy.

"It is an honor," I said, deciding to just go with it. "For the second time in my life I get to train a youngling of a Prime, Optimus being the first when he was a little younger than Kacey."

"Then I should let you get to work. I know how _**thorough**_ you are when studying a new potential student," she smirked at me.

"I'm not a perv!" I countered, knowing exactly what she was implying. "I watched you for about a minute before the drone knocked you down!"

"I didn't say you were a perv. Is there something I should know about? Exactly how long were you standing there watching me _**before**_ I noticed you?" she asked narrowing her optics at me.

"Akima, just because a mech stares at a beautiful femme doesn't automatically make him a perv," I insisted leaning forward. "I know it's hard to believe but us mechs can appreciate beauty without getting our interface systems all revved up."

Akima suddenly started laughing at me.

"What?"

"Oh Magnus, you can be so serious at times," she chuckled, caressing my face.

"And you are so beautiful," I seriously said.

"You really think so?"

"Yes, I do. I just didn't realize what a wicked sense of humor you have. You had me going there."

"Can I ask you something?"

I nodded, holding her hands in mine.

"Did you really get all shined up just for me?" she shyly asked.

"Yes, I did," I smiled, and then turned serious. "Akima, I…" I sighed. Fraggin glitch! I couldn't say it! "I should really get going."

"Ok. I'll see you at our session. You'll get to perv some more."

I rolled my optics getting to my feet.

"Until then, my lovely lady," I smirked, bowing to her.

"Go, silly," she giggled.

"Yes, Ma'am."

By the time I made it out of the recreation room my smile had completely faded.

'Magnus, you're an ultra idiot!' I thought to myself. 'What the frag are you so afraid of?'

I came to a stop out in the hallway, rubbing the back of my neck, and wondered if I should go back and just tell her how I feel.

What did I have to lose by telling her? It's not like I'm going to die if she rejects me. Although, I seriously doubt she will. Not with the way she put Sunny in his place in there for me.

So…she does at least like me. Right?

My processor was made up. I abruptly turned around…and came face to face with Sunny and Sides.

"You didn't do that bad of a job buffing your armor for the first time," Sides commented.

"Only a trained eye would notice that you need a little work on your technique," Sunny added. "I prefer a circular wax on wax off approach. I can show you if you like."

I snatched his hand before it got near my armor.

"I have no qualms about taking your arm off right here, right now," I sneered. Akima wasn't around to witness it! "Ratchet's rather good at re-attaching detached limbs."

"Yes, I know," Sunny seriously said, taking his hand back. Then he was grinning like an idiot. "Femme's love my scar where Ratchet had to re-attach my leg. You wanna see it?"

"Primus no," I chuckled shaking my head. "I have work to do."

"**There you both are**!" Prowl shouted from down the hall.

"Yikes! Time to go bro!" Sunny yelped and took off running.

"Right behind ya!" Sides yelled, chasing after his brother.

"**GET BACK HERE YOU FRAGGERS!**" Prowl bellowed in hot pursuit.

Vector Sigma, I don't want to know what they did now! Nor did I have time to find out.

* * *

Up next: Magnus session with Akima. Oh my!


	4. 09:00 am

We pick up right were the twins left Magnus in the hall. Wonder if Prowl will catch them? Hmm. Hehe.

* * *

It was nearly **09:00 am.** Frag, I'll have to tell Akima how I feel about her tonight. Hopefully without interruptions. Maybe the twins will be locked in the brig. They did something to piss Prowl off that was certain. I wouldn't put it past Prime's second in command to lock the pranksters up. He's done it before…a number of times.

I hurried to my office. I'm a quick study so I should have plenty of time to watch a few visual recordings of Kacey fighting the drones in the training room. I needed to see her technique before sparring with her during her first lesson. I always believed that knowing your opponent was the first step in being able to defend yourself.

It still saddens me that Primus saw fit to take away Kacey's transformation abilities. Watching her fight the drone, all armored up, made me think of that day I took her and the twins racing. It was still one of my hardest missions ever. The more she laughed and had fun the more my spark ached knowing it was her last day being able to drive or fly for many long years.

It's been over five years since that day Ratchet and Alpha Trion took her offline to perform the procedure. I've gotten used to her walking around in her protoform, no armor whatsoever, like all the other younglings. However, I don't think Kacey has entirely gotten used to it. I see the longing in her optics. I've even noticed her bouts of depression.

She's so much like Optimus it's frightening. He too had horrible depressing days as he was growing up. Primus, I would too if my own brother tried to murder me in cold blood the way Megatron tried to kill Optimus when he was only a youngling.

But Optimus turned out alright. So too will Kacey. She's her father's daughter – strong, brave, and wise. Plus, in another six years or so she will regain her transformation abilities. On that day I know she will rejoin our ranks. In many processors, including mine, she never left for I have never met a femme or mech more dedicated to being an Autobot than Kacey.

I must trust that Primus knows what he's doing. My mother always told me He has a plan for all of us. I believed it then and even more so now for I know Akima wouldn't be here if Primus didn't have a plan. I'm anxious to find out what he has in mind for Akima and me. Very anxious.

"_Magnus, do you need more time to study the visuals for Kacey's training session?_" Akima's sweet voice sounded from my internal communicator. "_We can reschedule my session. I do have work that needs to be done_."

My chronometer indicated that it was already **09:28 am**.

"_No, I'm on my way_," I replied to her, turning my computer off. I've seen enough. "_Besides, this is the only time of the day I'm going to get to see you until this evening. I'm not going to waste it._"

"_Ok_," she laughed. "_Better hurry. You might not have any practice drones left by the time you get here._"

I smiled, leaving my office. Yeah, that's my femme. She liked beating the slag out of drones as much as I did. And she's not too bad against the Decepticons from what I've heard. Tracks and Skydive told me how she saved their afts when a couple of 'Cons had them pinned down during a fire fight.

Yes, Akima was a capable femme warrior but I was going to make her even better.

This time when I crossed the threshold into my training room I was all business. As was Akima. We set that ground rule down early. In here, I was her instructor, nothing more. And she was my student. She knew how important her training was and I wanted to make sure she could handle herself properly. I didn't want to risk her getting hurt or worse. She'd become too important to me.

That didn't mean I was totally immune to the bangs and bumps she received during training. Akima never complained about them. We both knew they were a necessary part of her training but I hated every one of them.

"Oooff!" she sounded when she hit the floor. I winced slightly.

"Remember to stay balanced," I instructed her as she got to her feet. "Don't over extend. And always, always, keep your optics locked on your opponent. Never lose your focus."

"Otherwise I'm damaged or dead."

"Correct. Try again," I ordered moving away. "I want you to perform those same series of moves. When I say stop, hold your position."

"You're not going to fight me while I do them?"

"No, I need to observe your technique," I said then smiled. "And no, I'm not perving."

"Darn."

"Begin," I chuckled shaking my head. Ok, so I was perving…a bit. My interface systems would have to be completely inoperable for me not to perv! Besides, how could I not?! Like most femmes, Akima had grace in everything she did, especially her fighting. "Stop." I walked up behind her, placing my hands on her hips. "Here's the problem. You're not rotating your hips enough for the move. As a result you over compensate by lunging too far with your leg which then puts you off balance before throwing your punch. Plus, that takes away from the power behind your punch even if you connect with it."

"Show me," she requested looking back up at me.

I swear my spark hitched in its rhythm then thumped hard against the side of its chamber. I wasn't sure if it was because my hands were resting on her hips, the heat I could feel for her form so close to mine, or the way her neck appeared so sinuous and tempting when she looked up at me. Whatever the reason, I had never wanted to kiss a femme more than I did in that moment.

Only I didn't kiss her. I couldn't. I wanted to. I pride myself on being an honorable mech. I didn't want to break our rule of professionalism in the training room. Unlike some young mechs, or older ones like Ironhide, I am capable of self control.

"You ok?" she asked softly, her voice shaking me from my brief reverie.

"I'm fine," I answered, clearing my vocal processor. "Again, staying balanced and focused is always important. You're center of gravity is here…and…"

I slid my left hand flat over her lower abdomen region and suddenly lost all train of thought. My senses were acutely aware of how overheated her body was from the physical exertions I'd put her through. My own coolant systems that were already on from sparring went into overdrive when my interface systems suddenly jump started.

It was difficult to force my interface systems to power down when my cerebral processor was in total agreement with them. Last night during that passionate kiss my interface systems were barely humming. Right now they were singing in tune with all my other systems. Only through my vast experience was I able to resist the urge to take Akima right on the spot.

However, I could only resist so much. I am not in terminal stasis! After all, I am a mech in love wanting nothing more than to express that love to this femme before me.

Frag the rules!

"You are so beautiful, Akima," I whispered heavily into her right audio receptor.

Akima leaned her head back slightly in response. Her form trembled beneath my hand as I dared to pull her closer, pressing my chest firmly against her back. I noticed her chest rise up when my lips brushed softly against her neck. I kissed her neck again hoping to get the same reaction from her. My right hand was unable to resisted slowly caressing the purple and chrome breast plates as they heaved up and down.

So many years, so many femmes, I knew exactly where to stroke her to pleasure her. My fingers were slim enough to slide into the crevices of her armor to the more sensual protoform beneath. I was reward with her entire body shuddering hard against mine.

Emboldened by her response, I reached up and gently turned her face towards mine. Her optics covers were half closed, her optics flamed with passion, and her lips were slightly parted, looking so inviting.

"…"

My mouth covered hers, silencing her. The kiss deepened. Our tongues touched. And the energon rushed like mad through my systems. My spark was pulsing so fast and so hard within my chest I could swear it was going to burst free at any moment. My interface systems were fully revved up. There was no doubt in my processor that I was ready to take our relationship to the next level.

Only I had to stop. This was not the time or the place for such intimacies. Even though I was caught up in the moment, I was still all too aware of my surroundings and the time. It was already **10:25 am. **Another few minutes and my next session would start and Akima had duties to attend to.

Still with that knowledge, it was difficult to pull myself from Akima entirely. I only managed to pry my lips from hers. My arms were more reluctant and held her close as I rested my chin on the top of her head. She wasn't willing to break contact either as her hands reached up, caressing my forearms.

"Sorry," I sighed, kissing the top of her helm.

"Don't be," she replied softly.

"You are an incredibly beautiful femme, Akima," I whispered. "Not just physically…everything about you is beautiful. Do you know what kind of affect you have on me?"

She slowly shook her head. I gently turned her around, taking her hands into mine and holding them close against my chest armor. Her amazing blue optics blinked in confusion up at me, making me smile.

She honestly didn't know. Ah, she is still so young, so inexperienced with us mechs. I could see that. But my processor was made up. It was now or never. And I couldn't let her walk away without her knowing how I feel about her after sharing such a brief intimate moment like that.

"I start fritzing," I smiled affectionately. No going back now! "My vocal processor gets glitched. My cerebral processor either goes blank or haywire. And my spark races like mad within me. I get nervous. Me! Ultra Magnus! A mech who doesn't get nervous or scared about anything! A mech who once stood toe to toe with Megatron and didn't even flinch…although that confrontation didn't turn out so well, I was in the Med Bay for a week after Optimus saved my aft. But still only _**you**_ have this affect on me. You, my beautiful Akima."

I could feel her trembling. Even a flicker of fear flashed briefly in her optics. It was not my intention to make her shake or to be afraid. On the other hand, it was an indication that she wasn't ready for those three words my spark was singing to tell her.

"I'm not going to lie to you," I whispered, caressing her face. "I like you. I enjoy being with you. I'm not sure what our future together is but I'm willing to take that journey to find out. One day at a time."

"I'd like that…very much," she smiled softly relaxing against me.

I wrapped my arms around her and for the first time in weeks, my spark and my processor were content.

"I should get going," she sighed, sounding disappointed. I know I was. I didn't want to let her go. "Prowl doesn't tolerate tardiness for any shift in the Command Center."

"No, he doesn't," I said, lifting her chin up. I kissed her briefly but deeply. "I'll pick you up at your quarters at 06:00pm."

"I look forward to seeing you then…Ultra Magnus," she smirked as she backed up slowly.

I couldn't stop smiling as I watched her leave. I wanted to jump up and down. Shout to the universe of my joy. Do what the humans call the 'happy dance'! I was in love. My femme knew I liked her and she didn't reject me one bit!

Only I held all my excitement inside. After all, I had a reputation to uphold. After Akima left, my **10:30 am **sparring partner came in on schedule. I couldn't allow Bluestreak to see me over excited. He wasn't as bad as the twins were at spreading rumors. But on an Autobot base _**nothing**_ was secret. Gossip and rumors spread like wild fire.

"Exactly what kind of lessons are you teaching her, Magnus?" Bluestreak asked with a knowing smirk on his face.

"Did you see anything?" I asked, narrowing my optics at him.

"Well I did see you both kissing," he teased. "But I immediately stepped back out into the hall and closed the door. I'm not like Sunny or Sides. Intimate moments are for two bots only without prying optics."

"Thank you. I appreciate that very much."

"So, can I expect a real aft ripping session today? After all, you have all that pent up energy that needs to be released!"

I laughed heartily. I couldn't help it. Bluestreak was right. Even though Akima had left, my interface systems were still fully revved up. That energy needed to be expended one way or another. And since there was only one Autobot I wanted to interface with, Bluestreak was in for one hell of an aft ripping.

After all, this was a straight up sparring session, a perfect way to use up extra energy. Besides, I didn't need to teach Bluestreak anything unless he had some questions for me about a new move he wanted to try. Some of us mechs simply liked to stay fit and finely tuned.

The war with the Decepticons was far from over. We all had a duty and a need to keep our fighting abilities honed and ready for battle. I took my duties as a teacher as seriously as I took my duties as a soldier. I would do anything my Prime asked of me. Anything.

"I surrender!" Bluestreak gasped, lying flat on his back where I had just flung him.

"Sorry," I panted, my coolant system working at maximum levels to combat the heat within that resulted from our fighting.

"I'd hate to fight you when you're mad," he huffed and then groaned as he got to his feet. He flexed his shoulder. "Ow…that hurts."

"Magnus, you're supposed to train my army, not beat the slag out of them," Optimus said startling me.

I turned to see him and Kacey standing on one side of the room. When did they get here? I never saw them enter the room. Holy frag, was it that time already? I was so focused in my battle with Bluestreak that I lost all track of time.

Oh well, at least my interface systems were quiet now. All the extra energy had been dispersed efficiently. I actually felt bad for Bluestreak.

"I'm fine, Sir," Bluestreak grinned to our Prime. "I always expect a few sore joints after sparring with Magnus. Teaches me how to do the same thing to the Decepticons, Sir."

"Please continue. We arrived early," Optimus smiled, wrapping an around his daughter's shoulders. "Some one is anxious to get their aft kicked."

"Dad," Kacey said to him, rolling her optics.

"Actually, my aft has had enough for one day, Sirs," Bluestreak winced, holding his shoulder. "I'm going to head to the Med Bay. Thanks Magnus, it was fun as always."

"Are you sure, you're ok?" I asked my friend as I escorted him to the door.

"I'm fine," he smiled. "It's an old injury that acts up from time to time. Same time next week?"

"Sure. Maybe you'll actually knock me down."

Bluestreak laughed, "I seriously doubt that. But I look forward to trying."

* * *

For frags sake! Get your processors out of the pit! Did you really think Magnus would go all the way in his training room when someone could want in on them at any moment? This is Magnus, not Ironhide!

Up next: Magnus' training session with Kacey. Those who are reading My Beautiful Rising Star know how that ended up. Now we'll just go deep into his thoughts during his sparring with Kacey.


	5. 11:25 am

Here we go; the infamous 'Magnus gets nailed in the crotch' scene. I hope phoenix doesn't get as mad as me like before. Hehe. It's the same scene as in MBRS only expanded upon.

**a/n**: _italics_ denote flashbacks

* * *

I turned to face my Prime, quickly checking my internal chronometer. It was now **11:25 am**. Wow, I couldn't believe how fast the time passed. Hopefully this was a good sign and my entire day would go as fast. I was very much looking forward to my date with Akima tonight. I was missing her company already.

"Are you that rough with everyone?" Kacey asked.

"Are you scared?" I countered, with a bit of a smirk. I did it too all the new recruits back on Cybertron, usually making them shake in their armor. I saw no reason to ever change my style.

"No," she laughed, showing no fear. "I've already seen combat against a couple of Decepticons and have fought in a battle. Not much frightens me. I was merely concerned for my dad." She patted Optimus on his arm, making him roll his optics. "He worries too much about me."

Ah yes. I've heard Kacey's story from various Autobots. I marvel at how she bravely traveled alone through the Denan Quadrant to small moon called Mechanar. Even more amazing was how much courage she had to sneak past the Decepticon patrols surrounding the small moon, especially knowing the Decepticons had probably already overrun the Quintessons base on that moon.

True she had a cloaking device and an energy dampening defense system to help protect her. But still, to be able to _**make**_ the choice to travel deep into Arcatraz Mountain and into the Decepticon base took some legendary size, as the humans say, kahonas!

From experience in infiltrating Decepticon bases, I know it can be one spark racing experience. Then again, this is the daughter of the great Optimus Prime. We should expect nothing less than extraordinary from the femme. I know it's unfair to put that kind of pressure on a youngling. Yet Kacey burdens it well. She makes us all proud to be Autobots.

I know I will _**never**_ forget the day I first laid my optics on her.

_Ironhide was kind enough to remove the restraints that held me down. Primus it felt good to finally be free! My arms and legs were a bit stiff having been strapped in the same position for quite some time. So I stretched and loosened up as the others talked. I had a feeling my fighting skills were going to be needed and I needed to be prepared._

_Upon stepping out of my cell I could hear the sounds of battle close by. It'd been too long since I fought in a big battle. My energon was already pumping fast in anticipation. I owed a few Decepticons some payback for keeping my friends and I locked up and for making Elita think her daughter was dead._

_It still boggles my processor, my good friend Optimus was a father. I couldn't wait to see him and congratulate him._

"_Let's move out!" Ironhide ordered._

_I allowed the rest of my battle armor to slide into place as I followed the others. One thing I immediately noticed was how different Ironhide and Chromia's armor was compared to our traditional Cybertronian armor. But theirs was nothing once I made it outside to see two armies clashing. There were so many colors! Not the drab, dull boring silver or bronze color of Cybertron armor. Reds, blues, yellows…reds!_

_Wow! I wanted red armor! It looks fast!_

_A loud thunderous roar cracked across the sky making me look up._

"_Primus, what is that?" Silverbolt asked, pointing at a small blue jet tearing through the sky at an amazing speed._

_Frag! I've never seen a space jet fly that fast before! Then suddenly the jet transformed. Primus, it was a femme! Even at this distance I could spot a femme in battle armor. Only this femme's features, mainly the blazing blue optics over the mask, seemed vaguely familiar._

"_That's my daughter!" Elita shouted._

_My optics widened in shock! A youngling, in armor? It was impossible. No youngling could transform, they weren't mature enough to handle such a complex system. Yet there she was weapon drawn and firing at a Decepticon that had Ratchet pinned down. No mistaking about it, she resembled her father with those optics and that mask._

"_**Come and get me if you can fragger!**__" she bellowed._

"_That's __**your**__ daughter?" I asked, totally amazed, watching as the little femme rocketed across the sky. Primus almighty she was fraggin fast! "Frag, Elita! You didn't say she was a femme war machine!"_

Femme war machine was a perfect description of Kacey considering who her father and mother were. Both were warriors that could turn the aft of a Decepticon inside out without wasting too much energy. And it was my honor to teach this young femme to do exactly that.

"Well, Optimus worries too much about all of us," I smiled.

"I wouldn't be Prime if I didn't."

"That's true but what Kacey says is true too. You often worry too much for us. We are capable of taking care of ourselves from time to time."

Optimus shrugged his shoulders, making me smile.

I'd come to know Optimus rather well. He and I used to have long talks after his training sessions with me when he was a youngling. As a result we'd become good friends. And I'm proud, very proud of him being our Prime.

"Shall we begin?" I asked Kacey escorting her to the middle of the room.

"I can't wait!" she eagerly smiled.

"Did I miss anything, Kacey?" Leo asked excitedly as he entered the room with some friends.

Optimus' youngest son was perched on Bumblebee's shoulders. Behind him were the two trouble makers aka the twins, smiling fiendishly as they came in. I should have known they'd show up. Despite all their antics, the twins do keep their optics on Kacey rather well. She's like a little sister to them. A naughty little sister at times! She loves to pull as many pranks as they do.

"No," Kacey grinned at her baby brother. "You gonna cheer for me, Leo?"

"Yeah, I wanna see you kick Magnus' aft!"

I laughed to myself. The little lugnut was just like his father. Despite the fact that Leo was a rather small bot and wasn't going to be much bigger than a minibot once mature, his spark knew no bounds. He was going to make a worthy addition to the Autobot army. In fact, he had often talked about fighting at Kacey's side against Decepticons.

I wonder if my own sparklings will be like me.

My spark fluttered and my intakes hitched at the surprising thought. Me, a father?! Primus, I haven't even thought of bonding with Akima yet and already I'm thinking about sparklings!

"Magnus, you may proceed," Optimus said pulling me from my reverie.

I mentally slapped myself. I've got to quit day dreaming! Just add that to the growing list of things I now do all because I'm in love with a beautiful femme.

'Focus, Magnus! Now is not the time to make an ultra fool of yourself with those three idiots watching and waiting for you to slag up,' I told myself.

I quickly focused on the task at hand. Kacey was before me ready to go. I smiled. She was so anxious to get started, to make a difference. She even had a glint in her optics to match that smirk on her face.

I recognized them all to well for I often feel as she does before a battle. The rush of energon, the racing spark, the anticipation of beating the slag out of someone. The only thing in the universe better than a good fight is having a good interface with a femme. Well, and perhaps being in love.

'Focus Magnus! Fight now. Interface later…maybe…hopefully,' I thought to myself.

"I've seen you spar with drones," I began. "You have some good moves. But drones, no matter how well you program them, don't put your skills to the test like an opponent with his or her own processor. For now, we'll just do a few basic moves to warm up. You haven't trained in five years and I don't want you to get hurt. Your dad will dismantle me."

"And if he doesn't we will," Sides quipped.

I turned and gave him and his partners in crime a look.

"I'll take care of the three of you later," I smiled confidently.

"Oh, we're so scared!" Sunny joked.

I rolled my optics as Bumblebee shoved the twins hard to the floor. At least he was the responsible one of the three. Although, it's still a mystery how Sunny and Sides managed to make it all the way to Earth on their own without Bumblebee to guide them and without serious damage.

"Magnus, you trained me. I'm fully aware of the dings and dents that come along with training. As is Kacey. I would expect you to teach her as well as you taught me."

"Of course, Sir," I replied, bowing my head with respect to my Prime. "Ok, Kacey. I'm aware that I'm taller and bigger than you but I need to know what you know in order to properly teach you. So I want you to attack me. Don't worry about hurting me. I can take the hits…_**if**_ you hit me."

I swear to Primus those optics of hers flashed with a rage I've seen from her mother. Quite often when Elita's femme warrior prowess was challenged. Of course, I shouldn't have expected anything less from Kacey. She does have her mother's tendencies too.

Whoa!

She was a bit faster than expected with her attack. Luckily I managed to jump back, narrowly avoiding her foot connecting with my faceplates. Frag! That would have been utterly embarrassing to get kicked in the head right away. I can easily imagine the twins spreading that fact around the base via everyone's communicator!

"I see you have your mother's aggressiveness," I grinned. My processor calculated her next move based on the position of her hips and legs. "That's good. You just have to learn when to be aggressive…" She attacked gracefully as anticipated. Only my counter attack was better. I was prepared for her speed that time. And just to teach her a lesson I flung her to the floor with a smirk. "…and when not to be."

"Don't you hurt my sister!" Leo roared, charging at me.

I did nothing to stop him. I know how much he loves Kacey. The bond between them was strong. Every mech and femme on the base knew that. I was actually a bit impressed with his strength as he punched my shin over and over while growling. Yes, he was already so like his father, bravely protective of the ones he loves.

"Leo, I'm fine," Kacey insisted.

Indeed she was for I would never toss a youngling to the ground as hard as I would a fully mature mech or femme. Even if this talented youngling before me has a much more durable protoform frame than the rest of us, I will not risk damaging her.

Optimus stepped in, grabbing Leo's hand and gently pulling him aside.

"Leo, if you can't control yourself then you can't watch."

The little mech apologized looking a bit ashamed at over reacting. I had to give him credit for having the courage to come at me like that. Few dared and were left standing.

"You pack a punch Leo. I'll have to keep my optics out for you when you're older," I said in earnest.

Primus, Leo looked exactly like Optimus when he was young as he held his head high.

"_Don't instill him with too much confidence, Magnus or else he'll think he can take on Megatron_," Optimus said to me over a private comlink.

"_He's already confident enough, Optimus. And you never know, one day he may just be able to hold his own against your brother. That little mech is __**strong**__!_"

"_Please Magnus, that little mech is __**my**__ son. The last thing I want is for him to be over confident. I can't stand to see him get hurt._"

"_I understand, my friend. You know I would care for all your younglings as my own._"

"_Thank you._"

"Are you ready to continue, Kacey?"

She nodded and then crouched into a familiar attack position. Ah, Kung Fu, I believe that's what the humans called it. I should have known. Kacey loved those martial arts movies more than the twins.

Odd, Earth's martial arts are similar to an ancient, and almost forgotten, form of fighting on Cybertron. Since I was agile and quick, I was privileged enough to have been taught this style of fighting. And I was able to pass on a limited number of moves to mechs like Optimus, who, despite his large size, was able to use them efficiently.

I was even considering teaching this technique to Akima. But that would mean completely changing her style of fighting which may not be a good idea. However, I most certainly will teach it to Kacey. She is young, adapts quickly, and appears to know many of the moves already.

'Frag! She's fast!' I thought to myself when her fist hit me square in the chest before I could block it.

And to think, she's not fully mature. When she is she'll be faster and have more power in her punch, which isn't bad to begin with now. Oh, and she learns quickly too! Kacey might not be connecting with a lot of her attacks but she's able to defend herself by blocking the majority of mine.

The two of us were getting caught up in our sparring. The fists started punching faster. The legs started kicking harder. And oh…what move was that?

'Oops, that was a mistake!' I thought, smiling to myself.

Of course I took full advantage of her error and flung her to the floor hard on her face. She was stunned but I wasn't going to let her get up so easily. No, I knew I had to take advantage when I could with Kacey. It won't be long before she would make a worthy opponent for sparring, even for me.

"This is one of the most difficult positions to find yourself in," I grinned victoriously, knowing she couldn't get out of the head lock. "But not impossible to get out of. One day I will teach you how to get out of it."

"Who says I need you to teach me," she grunted, her hands tugging and pulling at my arm that was securely around her neck. Good, stubborn like her father, refusing to give in even if at a disadvantage. She was even a bit…arrogant about it too.

"Cocky like your father, aren't you!" I laughed. Once Optimus got into sparring and was finally bigger than me, he started getting cocky thinking his size gave him the advantage. Many times he found himself on the ground, reminded exactly of whom he was dealing with.

"Yes and no," she countered. "I learned a few things from my mom. She told me to never take any slag from a mech!"

BAM!

Well, I wasn't expecting that!

The pain from her elbow connecting hard with my groin coursed through every circuit of my body in a flash before focusing in that one very sensitive spot! Primus, it hurt! I fell in a heap to the floor, vaguely aware of my own groans of agony as I held myself. I think one of the twins was laughing too. Probably Sunny, he _**would**_ find this hilarious.

When I finally managed to open my optic covers, I saw him and his brother laughing. Optimus was laughing too. Great! He'll never let me live this down! Not after all the times I sent him to the floor grabbing himself.

"Frag, Magnus, I'm sorry," Kacey said in earnest, kneeling beside me. The only one in the room concerned for me. Even little Leo was laughing! Fraggin mechs! "I just got too caught up in the fighting. I didn't…I…"

"It's ok," I managed to grunt out, getting my knees under me and resting my forehead on the floor. My hand slipped slightly. I swear the pain went straight up my spine and down my legs. "Ow!"

"Kacey, why don't you go get Ratchet and be discrete about it. Leo, go with her."

Fragger! Oh, Optimus was gonna get it too for laughing at me! So were the twins! Sunny and Sides were both rolling on the floor laughing their fool heads off now.

"I want to see Kacey kick Magnus' aft again!" Leo whined.

"Come on, Leo," Kacey insisted firmly.

Ok, I must admit that was probably the first time, in a very, _**very **_long time that I wasn't prepared for some kind of counterattack. But I wasn't expecting her to be _**that **_powerful! Here I thought Optimus was just being cute when he said Kacey was much strong than she appeared.

Primus, was I wrong! Ow, was I ever wrong!

"Kacey left. You can stop pretending now," Bumblebee said.

"Who says I'm pretending…frag it hurts!" I shot back then whimpered.

"Ratchet's on his way," Optimus said, kneeling beside me with his hand on my back.

"This is so cool! Kacey kicked Magnus' aft! Wait until I tell everyone!"

What?! Oh please no! I turned my head and looked up at Optimus. The sheer humiliation Sunny was proposing apparent on my faceplates. Even the throbbing pain between my legs signified that my reputation as a tough mech wrecker was in danger of being…wrecked.

I couldn't have that happen! What would Akima think?

"Sunny, you will do nothing of the sort, that's an order," Optimus bellowed in that commanding 'don't frag with me' tone. "Bumblebee, make sure him and his brother follow that order."

"With pleasure, Sir," Bumblebee smirked. "Come on, we need to get our reports done before Prowl comes after us. I think we owe it to Magnus to leave him…with what's left of his dignity."

The three laughed and ran out as fast as they could. Oh that can't be good. My ego and reputation lies in the hands of idiots!

"Oh, those runts are gonna get it," I growled, relieved that the sharp excruciating pain finally dulled down enough for me to sit with my arms resting on my knees.

"I have no doubts," my friend chuckled.

"As are you, Sir. I couldn't believe you were laughing at me!"

"I seem to recall you standing over me laughing when I got nailed right in the crotch during our sparring matches on a number of occasions."

"Touché," I sighed in relief. Finally, the pain seemed to subside completely. "Seriously, Optimus, Kacey was much stronger than I had anticipated. And she's a natural fighter. And her reflexes…what exactly did Trion do to her back on Cybertron?"

"The protoform and programming my daughter was given upon her birth was the prototype for the next generation of Autobot transformers to aid in our battle against the Decepticons."

Yes, I had heard Alpha Trion managed to escape from his base during a Decepticon attack. I thought all of his work was destroyed. Or that's what the reports were. I suppose I couldn't blame the ancient mech for not revealing the prototype to us. It could have brought further attacks on him when he went into hiding again.

"Ah, like some of us she was born a soldier based on her programming. Only better."

"Yes," he sighed. "But Kacey would have been a soldier no matter what. She has too much of me in her."

I let out a short laugh, wincingly slightly.

"I don't know…she has a lot of her mother too! I don't think you have to worry one bit about any mech who treats her the wrong way."

"I apologize for not realizing Elita would have taught her a few things."

"What happened?" Ratchet asked as he came rushing in. Behind him was Kacey, nearly in tears with worry. She obviously didn't mean to harm me. Not that I blamed her. I was as caught up in the moment as she was.

"Oh nothing," I laughed. I had to. It was kind of funny once I got past the throbbing pain in such a tender region. "My pride just got whacked pretty hard."

"Magnus, I'm so sorry."

"Kacey, please don't apologize," I smiled as Ratchet help me to my feet. "You learn quickly. And you take the initiative. Those are both good qualities in being able to defend yourself against any Decepticon. You never want your opponent to dictate to you how the battle will go."

"Still..I'm so…"

"Kacey, Magnus has given you a rare compliment," Optimus seriously said, resting a gently hand on her shoulder. "Graciously accept it." Then the fragger just had to smirk. He's gonna get it! "And leave him with some of his dignity."

"Of course, dad," she smiled warmly up at him. Then turned to me. "Thank you, Magnus. I look forward to my next lesson."

"As do I. And oh, Kacey…" I grinned. Yes, I was not to be totally humiliated. I knew how to get back at Optimus for laughing at me. "Have Optimus tell you how he got the name lugnut. Should make a nice story to tell your own younglings some day."

Optimus shot me the 'oh I'm so gonna rip your aft apart' look. I was unaffected by it and simply kept smiling at him. He may be Prime, but I'm still older than him and more experienced.

"If you don't, Ironhide or I will one of these days," Ratchet helpfully added.

Optimus grunted and ushered Kacey towards the exit then left without saying another word. Well, at least I made him squirm for a few moments. He was going to tell Kacey the story of how Ironhide nicknamed him lugnut anyway. I just forced him to do so sooner than he wanted.

"So, am I still in one piece?" I asked, turning to Ratchet.

"You're still intact, physically. Although, I wouldn't do any interfacing for a least a day."

"Darn, I had a date too," I mused disappointedly.

Not that I was planning on interfacing with Akima. But…well one never knows when the opportunity rises. I was never one to waste an opportunity. That was another thing my mother taught me well.

I suddenly noticed the raised optic ridge from Ratchet as he stared at me. He obviously wanted an explanation. I've known the CMO longer than I've know Optimus. I consider him a good friend too and was happy to see the cranky aft settle down with a family of his own.

"Well, ever since coming to Earth and seeing Optimus with Elita and their younglings, I learned that some things are worth making the time for," I smiled earnestly to him.

"That they are my friend. That they are."

Ratchet patted me on the shoulder, giving me a leery look.

"Since when do you go out on dates?" he asked.

Oh boy, here we go.

"You usually hang out with a femme for a long period of time, or short period, depending on the femme. I never saw you go on dates with one…ever."

"Well, this one I do," I said, standing up tall and proud. Yes, I was very proud to call Akima my femme. I sincerely hoped she was equally proud to call me her mech. "I've gotten to know her over the past few weeks and just this past week we've been dating."

"A week!" Ratchet sputtered, shocked expression on his faceplates. "When the frag did this happen? And why am I only finding out about it now?!"

Before I could respond, two deviants stood in the doorway.

"Oh, Magnus, how's that _**little**_ problem of yours?" Sunny asked.

He and his brother slowly strolled in side by side. My optics narrowed. They were up to something.

"It's just fine," I grumbled, folding my arms across my chest, ignoring the fact they implied my mechhood was little! If the fraggers only knew, their CPUs would probably crash. I'm not one to boast and mine may not be as big as Optimus' is rumored to be, but I've been told by many femmes that my size is…most pleasurable.

"Really, are you sure? You wouldn't want _**it**_ damaged for your date tonight," Sides snickered.

"Yeah, might want to…" Sunny smirked.

Sunny and Sides quickly stepped aside to reveal Bumblebee. The black and yellow mech was already in full throwing motion, giving me little time to react to whatever he just flung at me.

SPLAT!

It was huge, white and fraggin cold and it hit me right in the groin! Oh, it didn't hurt. But slag! It was fraggin freezing on my crotch plate.

"Pack some ice on it!" Bumblebee laughed.

The three mechs bolted for the door before I even made a move to get up. That's it! It's on, big time!

"They must have been saving that in the freezer since winter," Ratchet said as I got to my feet. "Damn Kacey had to go and teach everyone about those blasted snowballs. She still pelts me in the back of the head from time to time."

"I would love to hear more about it, Ratchet. But I have three afts to turn inside before I kick them all the way back to Cybertron!"


	6. 01:10 pm

Long time coming for this chapter. Sorry, I had a serious block issue. My thanks to _**Bunnylass**_ and _**Plenoptic**_ for getting my aft out of a jam. Thanks gals!

Anyway, we pick up with Magnus chasing after Bee, Sunny, and Sides.

* * *

I tore off down the hall, checking my internal chronometer. It was **01:10 pm**, plenty of time until my 2:00 session to rip three afts apart. I didn't care if they were faster than me. I _**would**_ catch them as I had experience on my side. And I could be relentless when I wanted to be.

When I had an idea where they were going I turned the next corner, taking a shortcut with the hopes of cutting them off. It was a nearly deserted hall in the lab section of the base. You could always count on the scientists and engineers to be in their lab hard at work and not cluttering the hallway gossiping. The only thing that dragged any of them out and away from their projects was…

An explosion rocked the hallway. Light flickered above and the evacuation alarm sounded. I must admit, that was a good idea. Back on Cybertron we had the scientists and engineers remain in their designated labs until the mess was cleared up. However, on a few occasions one lab's accident spilled into another and we ended up losing a few valuable mechs and femmes.

Being an officer, I remained in the hallway. It was part of my duty to ensure everyone made it out of the lab area as quickly and safely as possible. As each mech or femme passed by I even kept a head count. It was that time of the day when all the scientists and engineers would be in their labs.

"Magnus!"

I turned, surprised to see Prowl and Red Alert hurrying their way through the mob to get to me. Right away, I knew this wasn't good. Prowl never rushed anywhere unless it was an emergency. And as the last lab tech exited the hallway I was one particular Autobot short in my count.

I didn't even ask the question. I just ran down the hall to Wheeljack's lab. I should have known the instance the explosions sounded. That mech must be in Primus' good graces to not have blown himself into scrap metal.

"What the frag?" I questioned when I arrived to see there was no damage of any kind in Jack's lab.

"He's not in his main lab," Prowl informed me, running past me. I hurried to catch up with him.

"When did that happen?" I asked.

"Last week, I was going to discuss it in this week's meeting. It was Jack's idea. He didn't want to risk damaging any of Kacey's projects so their more volatile projects are done in his second lab."

"_**Their**_…she's not making more explosives again is she?"

"Not that I know of," Prowl answered.

"I've often stated that younglings have no reason to be in the lab section of the base for this very reason, Prowl," Red grumbled.

"Don't worry, Red, my security around the base is not lax," Prowl countered. "And Jack is careful when Kacey is around. Besides, it's none of your concern. Until First Aid or some other medical bot arrives on Earth you're to stay out of security issues and stay in that med bay."

Red opened his mouth to say something but refrained when Prowl gave him a look. Back on Cybertron I'd often seen the two of them in verbal altercations over security issues. I had the same problem when I was in charge of security during Sentinel Prime's time as our leader. In my opinion Red Alert was always a _**tad**_ too paranoid. But no one was better at programming a security system than him. With a new Prime duties were changed and it had been Prowl's responsibility to make sure said security systems focused on what _**he**_ thought was relevant, not what Red thought.

Hence, the arguing.

Not like Red had a chance to win an argument with Prowl. Red never won an argument with Prowl back on Cybertron so he didn't stand a chance here on Earth. Few would even attempt to debate with Prowl. He never raised his voice, kept his cool, and would just infuriate you so much with his calmness that you'd walk away fragging pissed off or hit him. I know…I've done both.

"We're forgetting the issue guys," I reminded them before they got started. "Which lab is it, Prowl?"

Before the mech could answer, a door opened a short ways down the hall from where we were, smoke came billowing out, and Wheeljack came stumbling out. His normally white armor was blackened a bit with soot from the explosion. The three of us rushed over, helping the mech to steady himself.

"Well, there went a weeks worth of work," Wheeljack coughed, waving away some of the smoke.

"One of these days you're going to blow yourself into too many pieces and Ratchet wont be able to put you back together," I commented.

"You've been saying that for a long time," he chuckled. "And I'm still here. Besides, that blast shield really helps. Saved my aft…again."

"Still it would be prudent to take you to the med bay for a thorough exam," Red insisted, grabbing Jack's arm.

"For once we agree," Prowl remarked. "Go on Jack. I'll get the clean up crew in there."

"_Magnus, are you alright?" _Akima's voice suddenly sounded via my internal communicator as I watched Red and Jack walk down the hall. My spark instantly fluttered upon hearing her voice. She sounded so concerned for me too! That means she really likes me…right? _"After the explosion I did a scan of the lab section to make sure all personnel had been evacuated and saw you energy signature."_

"_I'm fine,_" I replied calmly, all the while feeling like a giddy young mech! Primus, I love this femme!_ "I wasn't near the explosion. Besides, it'd take more than that to incapacitate me for our date tonight. I'm not going to miss it for anything."_

"_I'm very much looking forward to it too. I'll see you later."_

"_You can count on it."_

I sighed, smiling. That got an immediate look from Prowl. He raised on optic ridge and had a smirk on his face.

"You have it bad," he chuckled.

"Is it that obvious?" I asked, worried.

"Only to those who've known you a long time. And the twins. For deviants they can be annoyingly perceptive at times. Besides, you're no where as bad as Jazz was."

"But I'm not as open as Jazz was. He was very forthright about his feelings towards you."

"Tell me about it," Prowl smiled. "It started from that day he first asked me out and I said I'd think about it. For about…three days, he'd come to my office and just sit there, watching me work while I ignored him. Then he'd ask if I had an answer yet for him."

"I recall one day he followed you all over the base," I laughed. "Optimus and I laughed every time we saw the two of you in the halls. You'd be walking, optics locked on a datapad in your hand and Jazz would be right beside you, literally bouncing along trying to get your attention."

Prowl rolled his optics.

"I finally said yes just so he'd stop hounding me," he said, then suddenly had this far away look in his optics. "I could never tell him no after that. Jazz was…one of a kind."

"That's how I feel about Akima. At least…I think I do. I get confused at times wondering if I'm really in love or not. She's so beautiful and I feel like my spark is going to burn through my chest armor. Optimus told me to follow my spark and that'd I'd just know. But I'm still not so sure."

Prowl laughed heartily at me. My shoulders sagged slightly. It seemed everyone was laughing at me today.

"Don't over analyze what you're feeling, Magnus my friend," Prowl smiled. "Love doesn't make sense all the time. That's what's so wonderful about it. Just…enjoy the journey for you'll never know when it might end."

With that he turned and started walking, leaving me alone with my thoughts. What he said made sense. Although, for Prowl, a logical mech, to say something doesn't make sense and to accept it…seemed rather illogical. On the other hand, Prowl was a very emotionally private mech, more so than me, who just revealed a bit of himself and the obviously deep love he had for Jazz. He was right, I must enjoy this time.

"And oh, Magnus!" I looked up to see Prowl had stopped a few feet away and turned back towards me. "You should shine up more often, you looked good this morning. Femmes love it when their mech's shine."

"Thanks…I think," I said, trying not to blush. I was never one for being overly concerned about my looks. But the thought of Akima, the way she noticed how I shined up for her.

I sighed.

Prowl laughed again.

"Just send the fragging clean up crew for me to supervise," I growled at him which only made him laugh harder. "I don't want to be late for my date."

"Ok, ok, they'll be here in a few minutes. Oh, by the way, if you see the twins let me know. I'm still after their afts for that prank they pulled on me in my office this morning."

"So am I," I shouted at him as he finally left.

Once again, I was alone with my thoughts. I'm not sure if that's a good thing lately. I shook my head. What the frag is wrong with me? Perhaps I am afraid of love. I am in, as the humans say, uncharted waters.

"You're thinking way too hard Magnus," I muttered to myself. "You like her, she likes you. You can do this. You're not a totally inept mech!"

Both Bumblebee and Optimus said to follow my spark. Both Optimus and Prowl told me not to over analyze my feelings. Ok, so I'll stop thinking…so much and just let it happen.

"This is the third time this month," Silverbolt chuckled, pulling me from my internal suffering. "Although the other two were very small explosions."

"A great improvement from the numerous accidents he used to have on Cybertron," I smiled, moving aside so the cleanup crew could do their job. "I think Kacey's been a good influence on him."

I followed them in to assess the damage.

Dang! They had their work cut out for them. Wheeljack out did himself. The lab looked like a fragging disaster zone. Which meant I had to cancel my two and three o'clock training sessions. Probably even my four thirty target practice session with Ironhide on the shooting range.

Great! I'll have to hear about _**that**_ for a week. Ironhide will gloat about me being too scared to have a little target practice with him. Frag that! I can't have Akima thinking I'm a coward!

"How about I lend you mechs a hand," I told them and immediately started picking up debris. This way we'll finish sooner and I won't have to put up with any humiliation from Ironhide. I know he's just itching to do so since he spotted my shine this morning.

Besides, I would have helped clean up anyway. I'm not afraid to get dirty. I just had more incentive than usual to get the job done and done quickly. And like on most occasions, I focused so much on the task at hand that I lost track of time.

Two hours had gone by when Silverbolt and the others finally left. I remained behind to do a final inspection before giving Prowl the all clear sign. It was then that Sunny, Sides and Bumblebee came rushing in.

"We came as soon as we heard about the explosion," Sides said.

"Thank Primus you're ok!" Bumblebee exclaimed.

"Thank you for your _concern_," I replied, narrowing my optics at them. "But the explosion was a couple of hours ago."

"Yeah, well we were kind of hiding from you," Bumblebee sheepishly admittedly.

"But everything's fine right?" Sides asked.

I must admit the three of them looked genuinely concerned. I was touched…for about one astrosecond. Bee alone and I'd fall for it. Bee with the twins…well, that was something completely different.

"Your interface appliance still whole and somewhat functional?" Bumblebee asked.

"Hopefully," Sunny chimed in. "Maybe you should have Ratchet check it out. You wouldn't want anything to inhibit your _**performance**_ with Akima later."

"And just what _**performance**_ would that be?" I gritted out, my anger slowly bubbling since I had a good idea what he was insinuating about.

"Oh…you know," Sunny smirked and then started doing pronounced thrusting motions with his hips.

My hands balled up into metal crunching fists at my sides.

"Sunny, put your hips into it more," Sides commented. "You look like you're fraggin a toaster not a femme!"

I felt my cooling systems click on as my internal body temperature jumped up sharply.

"What style you prefer Magnus?" Sunny asked. "Traditional? Femme on top? Oh, I know the human's 'doggy' style! I've tried that. I think Akima would _**really**_ like it!"

My optics narrowed at Sunny. His pelvic thrusts were more exaggerated. The slag eating grin on his face was even bigger than before. His brother and Bumblebee were in hysterics, laughing and hanging onto each other, keeping each other from falling to the floor.

"Oh Magnus, that's the spot…don't stop…don't stop!" Sunny moaned, attempting to imitate a femme's voice.

I felt my right optic cover twitch. I was so fragging pissed off I couldn't speak! I couldn't think! I reacted purely on instinct. My weapons systems come online. The small missile launcher on my left shoulder formed and locked on its target.

"**FRAG…RUN**!" Sunny yelped, his optics were wide as they could be just before he transformed and sped off.

"**Oh slag!**" Bee and Sides screamed, chasing after Sunny.

Luckily, I had enough self control to not fire but it was exceedingly difficult. I really wanted to blow Sunny's aft in two…in four…into oblivion! Instead, I started running after them determined to get them. When I turned the corner I had already closed the distance and saw the three of them in running out of control in their robotic forms.

They nearly knocked over Ironhide in the process. Any other time and I would have laughed at the scene because Ironhide would do the same to me or any other mech. It was a very rare moment to catch good old Hide in such an un-Ironhide like moment. Unfortunately I didn't have the time nor was I in the mood to laugh at him.

Holy frag!

They're laughing? Those three runts were laughing at me now! I started running faster. I'm gonna get those fraggers if it takes me all day! When I'm done with them they'll wish Unicron himself got a hold of them and not me!

"GET THEM GOOD MAGNUS!" Ironhide shouted after I ran by him.

"I INTEND TO!"

I most certainly intend to.

* * *

Up next: Magnus is on a mission! Will his personal vendetta with Bee and the twins interfere with his date with Akima? Or will Optimus and Ironhide help save his honor and his love life.


	7. 04:30 pm

Sorry it took so long. Believe it or not but Magnus was a very uncooperative mech for this chapter! Phoenix will have to whip his aft good for his misbehavior. Hehe. Go get him girl!

Warning: adult content and finally the rated M material!

* * *

It was **4:30 pm** as I chased after Bumblebee, Sunny and Sides. And I was gaining on them when we made it outside. My first thought was great! No innocent bystanders would get hurt so I didn't have to hold back when I got a hold of them. My second thought was…

Frag! They split up when they hit the tree line!

I didn't hesitate in my decision. I chased after Sunny.

"_Magnus, this is Optimus. Looks like you could use a hand. What did they do now? Does it have something to do with what happened earlier during Kacey's training session?_"

"_I could most definitely use a hand or two or three! And yes! First they laugh at me! Then they throw snowballs at my crotch! Then Sunny's making sexual innuendoes! I'm gonna kill him when I get my hands on him!_"

"_Try to refrain from killing him. You'll hurt Kacey's feelings. She loves the stupid aft like a brother. I got Hide in on the hunt too. He'll track down Sides and I'll get Bumblebee. We'll meet at the lake_."

"_Copy that._"

"Your aft is mine Sunny!" I shouted at him.

"Have to catch me first!" he teased, even sticking his tongue out at me.

Then the young mech made a mistake by transforming into his vehicle mode.

"That won't be a problem!" I smirked and transformed.

The path Sunny sped down wasn't paved. His tires, though spiked to dig into the icy surface better didn't help much. The terrain was far too rugged for him. For my vehicle mode…it was perfect.

My off road tires traversed the path with ease. I caught up to Sunny and toyed with him, nudging him with my front bumper from time to time. I even laughed when his tires spun helplessly spraying me with icy mud.

Alas, I was never one to toy with my victims.

I transformed back to my robotic form and launched myself at Sunny. The young mech had started is transformation sequence a fraction of an astrosecond after mine. I must say that Sunny and his brother do have one of the fastest transformation sequences amongst us. Yes, even faster than my own.

Only it didn't help Sunny out one bit. I tackled him from behind. Snow, ice, dirt, and shrubbery spewed into the air from the impact. I even noticed several of the forests inhabitants scurry away. Birds flew off voicing their displeasure when we slid into a thick tree. Pine needles and snow rained down on us.

"I'm sorry!"

"Too late for apologies!" I growled slamming my fist hard against his back, but not as hard as if I were beating the bolts off a Decepticon.

No, I could never kill a fellow Autobot. Nor would I damage a fellow soldier too badly that he'd be in Ratchet's med bay for a few days of repair. I would however give Sunny a few good dents as a reminder to treat his superiors with respect!

"OW!" he screamed after a good swift kick to his aft sent him tumbling.

I didn't hesitate to pounce on him. I wasn't going to let up for one astrosecond. Sunny wasn't as stupid as he pretended quickly realized this and fought back. Still, I had experience on my side. I knew all his moves, having trained him and his brother myself. And they often challenged me each time they come up with a new strategy to use when sparring with me.

To this day they still haven't beaten me.

Nor was I going to let them now. Especially after they humiliated me! They were going to pay! And pay Sunny did as I knocked him to the ground repeated each time he charged at me. I even started laughing at him each time he hit the ground.

"_Magnus, we have two here at the lake, ready for an aft whooping_," Optimus informed me over a private comlink.

"_Already on my way_," I smirked, dragging Sunny by his foot.

I ignored his pleas, his apologies, his bitching that I was scratching up his armor as I dragged him. It wasn't very often that I gloated. I figured today, I deserved it after what they did to me. And when I saw that Optimus and Ironhide with two dinged up mechs sitting at their feet, my smile grew even wider.

"I see they got a pounding," I commented. "Lesson learned, I hope."

"I think Bumblebee has something to say," Optimus smirked, nudging the young mech with his foot.

Bumblebee grunted and grimaced as he got to his feet. I kind of felt sorry for him. Even when Optimus played around when sparring his fists still hurt. The mech was strong, even when he held back. I know having experienced it when we sparred or just goofed around.

"I'm sorry for throwing a snowball at your crotch plate," Bee said, bowing his head.

"Yeah, I'm sorry too," Sides added after he got to his feet.

"Apology accepted," I said, dropping Sunny's foot. The orange mech yelped when his foot crashed to the ground. "Stop, whining. I accept your apology too."

"Really?" Sunny asked, lying there in the snow.

"Yes, now get the frag out of here and don't ever do that slag again to me, ever."

"Thanks Magnus," Bumblebee smiled and then grimaced as he helped Sunny to his feet.

"Are you sure they had enough punishment?" Ironhide asked as the three young mechs limped away.

"I'm sure of it," I smiled. "Besides, I refuse to let them dampen my mood."

"Oh Primus, you've got it so bad, Magnus!" Ironhide laughed.

"I'd be careful of what you say, Hide," I countered narrowing my optics at him. "I recall you acting very much like a fool when you fell for Chromia. How many times did you get distracted on the battlefield simply because you were watching that femme in action?"

"Too many if I recall," Optimus chimed in.

"Like you were any better, lugnut!" Ironhide countered, tackling Optimus to the ground.

"At least I was never caught in an uncompromising positing when fraggin my femme!" Optimus fired back, countering Hide's wrestling move with his own.

I smiled recalling those days when Optimus was just a youngling. He and Ironhide often wrestled for fun. Of course then, Optimus was so small and Hide was such and aft, never letting him win. Now, the youngling is all grown up and the tables have been reversed. Ironhide hasn't beaten Optimus in a wrestling match since the day Optimus got his armor.

And no one was more proud of that fact than Ironhide. Out of all the mechs that were like fathers to Optimus, Ironhide probably loved Optimus the most. Some even believe more than Sentinel who was Optimus' adopted father. However, I knew Sentinel very well. No mech loved a son more than he loved Optimus. The mech would do anything for Optimus just like I would do anything for Akima.

"Oh slag! Akima!" I yelped, checking my internal chronometer.

"It's ok Magnus," Optimus quickly said, helping Ironhide to his feet. "I told Prowl to inform Akima that you were going to be late and that it was my fault. I even told Kacey so she won't start the movie until you and Akima arrive."

"Thanks so much Optimus. I owe you," I said, sighing in relief.

"You don't owe me a thing. Now hurry."

I needed no encouragement. I transformed and raced back to the base, passing the twins and Bumblebee along the way. I got so carried away with chasing them down that I lost track of time. And now I was totally late for my date with Akima.

Well, I wasn't going to ever let that happen again and would apologize profusely to Akima for my error. She's far too important to me to let that ever happen again.

"Oh, hey Prowl!" I shouted, noticing him as I approached the residential section of the base. The black and white mech stopped and turned to me. "Was she mad?"

"No, she wasn't mad at all," he smiled. "She seemed to understand and held nothing against you as I talked to her, per Optimus instructions."

"Thanks, I owe you guys big time."

"Don't mention it," he said as he started to walk away. "Oh and Magnus…I added a couple of…_**embellishments**_."

"Like what?"

Prowl laughed as he turned around.

"Like what?!" I yelled again but Prowl had already turned around and was walking away and disappeared around a corner.

Great! What the frag did he tell Akima? Prowl, can be a sneaky slag at times when he chooses to be.

"Primus, Magnus, are you ok?"

Turning I saw the distress and extreme worry in Akima's face as she came running towards me.

"I…"

"Never mind, Prowl told me," she said, gently grabbing my hand. "Come on let's get you cleaned up properly and see what I can do to help."

I liked the sound of that so I allowed her to gently pull me along. Although I still had no clue what Prowl told her I wasn't going to let that take away from enjoying the experience of having Akima's hands guiding me along. Hands that there were so delicate, yet strong…so…

'Get your processor out of the pit!' I mentally slapped myself, shaking my head.

"How's your shoulder doing?" she asked.

"Hmm?" I replied, blinking at her in surprise.

"Prowl said it's an old war wound that acts up from time to time and that there's nothing Ratchet can do. Your scrape with the twins and Bumblebee aggravated it. I'm going to bust their bumpers later, those fraggers!"

Again I blinked at her.

"What? I can't be protective of my mech?"

"It's not that," I quickly said. "I just never expected you to be so…hostile. You're always so soft spoken, never raise your voice."

"Well, I do try to be on my best behavior around you," she smiled bashfully which only made my spark flutter even more than it already was. Then she quickly turned all motherly on me, reaching up to lightly rub my right shoulder. "How is the shoulder?"

"It's not so bad," I shrugged, enjoying her touch immensely.

Oh, I was going to tell her it was all bull slag but not at this moment. She had such tenderness in her optics that made me want this moment to last forever. Yes, I knew right then…I truly loved her. I could even feel my spark calling for her.

For whatever reason, she blushed and looked away, still pulling me towards my quarters. Not sure but I think what I was feeling in my spark must have showed in my optics. I swear I could feel her hand trembling. As we entered my quarters, I decided to keep such feelings from surfacing for her to see. I didn't want to frighten her like I did earlier.

Only it was growing more difficult by the moment to restrain myself as she led me into the shower room. For whatever reason, my vocal processor just stopped working. My sensory receptors seemed extra sensitive to her gently touches with the wash towel. Even the semi-hot solvent cascading down my frame was enticing.

Hide was right. I had it bad for this femme. The world could be in chaos around me and I wouldn't know it. Nor would I even care. For right now, in this moment, my world only revolved around this femme with me. This beautiful femme who gave me a purpose in life I never thought to obtain.

"Not too hot?" she asked softly.

I slowly shook my head, my optics unable to tear their gaze away from her. Hers were focused on her task at hand. She stood just outside the shower yet close enough to use the wash towel and clean my armor. Her affectionate hands ever so gently encouraged me to turn around so she could clean my backside.

For most mechs and femmes it was our chests, usually over the spark chamber that was sensitive to touch. It was often one of the focal points of affection during a prelude to interfacing or spark bonding. However, it didn't matter where Akima touched me today. Every touch, stroke, caress was stimulating.

"Are you sure it's not to hot?" she asked. "Your cooling systems are almost to max levels."

I said nothing but turned to face her, gazing upon her for a long moment. Then my hands tenderly pulled her closer to my form and into the shower with me. Akima's optic covers blinked slowly as she gazed up me. The wash towel fell to the floor. A puzzled, almost apprehensive look extended over her face. I took in her image as the solvent hit her shoulders and flowed over her chest armor, down her abdomen and her slender legs. Then I focused back on her face.

"You are so beautiful," I sighed in a tone much deeper than it normal was.

Akima smiled nervously. I could feel her hands trembling as they rested against my chest armor.

Slowly, I leaned towards her, giving her every opportunity to push me away if she wanted. When finally my lips met hers, I gently took hold of her hands and moved them aside. Stepping forward, my chest pressed more into hers as our kiss deepened. My arms wrapped around, holding her close. No way was I letting her go now.

Hot tongues stroked one another in their familiar dance. Affectionate hands caressed, fondled, explored with more purpose than ever before. I could feel every touch and stroke of her fingers and palms over my armor. I could tell she wasn't that experienced by how her hands moved. She seemed undecided on where to pleasure me.

I helped by moving her hand to a seam in my chest armor just above my abdomen. Grabbing her fingers, I guided them beneath the armor so that she could feel my protoform beneath. She seemed to understand instantly and I shuddered, my knees buckles slightly as she managed to touch just the right spot.

My passion for her intensified as my lips traveled hungrily around her neck to below her audio receptor. I heard her gasp loudly when I nipped the sensitive gap in her armor there. After that I detected a rise in her body temperature. It was rapidly catching up to mine.

So I decided to take it to the next level of foreplay.

Reaching around her form, I skillfully turned the solvent off while keeping the hot water on. Once it rinsed away enough of the cleansing agent my lips assaulted her chest armor, my tongue licked in between the seams of her armor.

Soft moans escaped her vocal processor, encouraging me to not let up. Emboldened, my hands slid down behind her over her aft to the back of her thighs and I lifted her up making it much easier to bombard her with my affections. Using the wall to help me hold her up, I was able to put a bit more force into each kiss, nip, or suckling affection on her armored breast plates.

Much to my surprise, my desire to interface with her had quickly reached its breaking point. I have never before been so desperate like this for a femme. I wanted to show her how much she meant to me by bringing her to pleasures that I'm positive she had never felt before.

Her passion seemed to match mine when our lips came into contact with each other's once again. Her tongue forced its way into my mouth. Her hands groped, grabbed, and squeezed my shoulders roughly, yet affectionately.

With my hands I shifted her weight, placing her thighs in a more desirable and hopefully comfortable position for her around my waist. Slowly, I thrust up, softly rubbing my crotch plate against hers and then nearly collapsed when my knees wobbled.

That one single graze sent my interface system into a frenzy. I fought desperately to reign myself in. I did not want my first interface with her to be over so quickly. And no way in pit did I want to overload before her or even without my interface appliance still tucked away behind my interface panel.

But I could not entirely stop myself. I made sure to not rush. Each driving force of my hips was unhurried designed to give as much pleasure to Akima as I could to myself. And pleasured she was. I grinned when a strangled moan sounded as she threw her head back. Taking full advantage, my lips attacked her exposed neck, sucking and biting hard eliciting even louder moans of rapture from her.

It was now or never.

Leaning harder into the wall without hurting her, I slid my hands to her aft. Probing fingers found her interface panel extremely hot to the touch. I could feel she was more than ready to interface from the intensity of the heat. So I stroked and caressed the panel, hoping to encourage her to retract it for me and give me access to her port.

My own panel had retracted moments ago. My interface appliance was now fully extended, anxiously waiting. Oh Primus, I was desperate to feel the warmth of her core around me. So much so, that my fingers grew a bit more aggressive.

In fact, I was about to tell her when I felt her panel retract. A wave of heat emanated from her port on my hand. I didn't hesitate to insert one of my fingers into her port, testing it while pleasure her.

Akima hissed, her body tensed up.

"Sorry," I breathed between my kisses when I realized I was a little too aggressive.

I pulled my finger out and made sure to be more gently when I slid it into her port again. Akima tensed up again to the point she was almost rigid and stiff in my arms. And it was in that moment I realized she had stopped kissing me back and that her hands were clinging to my shoulders tightly.

"Akima?" I asked softly, leaning back so I could see her face. Slow tears, rolled down her cheeks. Her body trembled hard in my arms and it suddenly dawned on me. I quickly turned the water off and gently let her feet drop to the ground. Even though it was difficult, I forced my interface systems to shut down and retracted my interface appliance. "Have you ever interfaced before?"

"Once…maybe…I'm not sure," she nervously said, her optics unable to look up at me.

"Well, it's something you would know," I smiled and tried not to laugh at her ignorance. She was far too upset and I needed to be gently with her. "Have you ever overloaded?"

"I don't know. We were so young. Our interface systems had only just come online. We…we were still technically younglings and had no idea what we were doing."

"Did he put his appliance into your port?" I gently asked.

"He tried…we…I. It didn't go as we had hoped. Like I said we had no idea what we were doing," she said and then burst into tears, her form shaking uncontrollably in my arms. "I'm sorry."

"Shh, you have nothing to be sorry for my love," he smiled, holding her close. "The fault is mine for not realizing sooner."

"You're…you're not angry with me?"

"Good Primus, no," I said, taking her face in my hands so she could see nothing the love and affection I had for her in my optics. "I love you Akima. Just because you're not ready to interface doesn't mean I'm angry with you. It just means that I must be patient and wait until _**you**_ are ready."

To make sure she had no doubts, I wiped her tears away and kissed each moistened cheek affectionately. Then I kissed her forehead and held her close, massaging her back and hopefully her fears away.

"I love you far too much Akima," I sighed. "You are like no other femme. I will wait an eternity for you if I must. I promise you."

"Well, hopefully it wont be that long," she said, making me laugh heartily.

I looked to see she was smiling at me. There was still a little apprehension in her optics. No doubt because I said the 'L' word. The stress of the moment needed to be relieved so I knew I should leave her alone for a few moments to give her the chance to collect herself.

"I'll get dried up in my room," I smiled at her. "You take as much time as you need in here and then we'll go see the movie Kacey picked especially for us. Ok?"

Akima nodded, then quickly stood on her toes and kissed my cheek.

"Thank you, Magnus."

"You're most welcome," I said and then left her alone.

I flopped on my bed, my systems still all riled up with no release coming. Too bad. I wasn't going to push Akima into something she wasn't ready for. And I was a stupid aft for not realizing that she had never interfaced before.

Not to worry. I knew how to properly treat a femme who'd never interfaced before. One day, hopefully not to far off, I will show Akima the true pleasures an experienced mech can give her.

* * *

Up next: The final chapter. Movie night for Magnus and Akima. Will it inspire Akima to push her fears aside and give in fully to Magnus' affections for her? Hehe. For those that have read MBRS you all ready know the answer to that question. For the rest of you, you'll just have to wait and see.


	8. 07:15 pm

This is it. The final chapter of the Magnus fic that I wrote specifically for Phoenix13 because she's this super Ultra Magnus fan girl. Of whom I also converted to an Optimus fan girl. Woohoo! Plenty of room for her to love both mechs. ;)

Anyways, I want to thank all those who've review, favorite, and alerted the fic. I hope you all enjoyed it. Sorry it's taken so long to finish. Sometimes my muse can be a real pain in the aft. So, without further delays the final hours of A Day in the life of Ultra Magnus.

**Warning**: Adult content (we're talking protoforms doing the horizontal tango and then some here) Uh, does someone want to volunteer to pick up Phoenix13 off the floor? I think she just fainted!

* * *

After ten minutes when Akima hadn't emerged from the washroom I started getting worried. Worried that I had pushed her too far way too soon. Worried that I damaged our relationship…our friendship beyond repair. Worried that I may have lost the only femme I would ever consider bonding to.

Yeah…the B word. I was that serious about my feelings for her. I knew that now. There were no doubts in my processor.

At **7:15 pm** when a full twenty minutes had passed I started berating myself for thinking with my interface systems and not my processor. I sat on the edge of my bed growling to myself, calling myself a stupid idiot and slag head while going over multiple ways I should apologize to Akima.

My spark sank as low as it could go. I literally felt sick to my holding tank.

For her to take this long meant I really fragged up.

"Stupid fragger," I muttered to myself.

The door to my wash room finally whooshed opened.

I slowly rose to my feet, head bow down slight, my processor deciding what to say.

"Sorry it took me so long," she said, somewhat bashfully almost giggling even. "I was drying off and the…the fragging towel snagged on my armor and unraveled. Then it was stuck and I couldn't get it off. There was string everywhere! I made sure to clean it all up and will get you a new towel."

My processor balked and my mouth fell open, "Uh?"

Akima looked at me and just laughed, "Please don't tell me you were out here beating yourself up."

"I…um…well," I stammered, rubbing the back of my neck. "Yeah…kind of."

"You're really one sweet mech, you know that," she smiled, coming over to me can caressing my face affectionately. "I wasn't upset with you. I was more upset with myself for being so…_inexperienced_."

I took hold of her hand, holding it against my cheek, speaking softly, "We were all inexperienced at one point in our lives. A mech with my experience still should have known not to pressure you. For that, I am truly sorry."

"That's just it. You weren't pressuring me. I…I thought I was ready. I kind of got scared. I don't want us to interface and lose what we've built together so far." She paused, ducked her head slightly. "Then at the same time, I…I didn't want you to be disappointed in me."

"Akima," I sighed, wrapping my arms around her. "I think I know and understand you well enough now to say that it's highly doubtful that there's anything you can do to disappoint me. You're brave, intelligent…beautiful. You have a wicked roundhouse kick and punch combo."

She giggled, leaning against my chest, tracing the edges of my armor with her fingers.

"Come on," I smiled, kissing her forehead then grabbed hold of her hand. "Let's go. Kacey's holding up starting the movie until we get there. I think we've made her wait long enough. She said she picked one especially for us."

"I've never seen a one of the human's movie before."

"Kacey said that won't matter," I said, leading us out of my quarters. "That it's one you would still understand."

"Oh, how did your training session with Kacey go today?" Akima asked brightly.

I couldn't choke back the groan fast enough! I swear even my interface panel throb from the memory of the pain it had to endure earlier today.

Akima just burst into an uncontrollable laughter.

"What's so funny?"

"That look on your face! Oh Primus!"

"Let's just hurry," I pleaded. "I'm not sure how many more shots my ego can handle today."

"You're ego is safe with me," she countered, giving me a look.

"Uh?"

"I know everything that happened today. About what Kacey did during her training session. About why you were chasing Bumblebee and the twins all over the base. I thought it was sweet how Optimus and Ironhide went out of their way to help you out. Even Prowl, although he's not good at making stories up. You might want to get him to work on that for next time."

My jaw dropped.

"Come on, don't want to be late," she purred, pushing my jaw back up the slowly then sauntered away, looking over her shoulder.

I sighed with a dopey smile on my face. What a femme I thought admiring the view! And she was mine.

"Quiet down there," I muttered under my breath when I felt my interface systems vibrating softly.

Before Akima got too far away, I hurried to catch up with her. Hand in hand we headed to the recreation room. It sounded rowdy before we even got to the door. I distinctly heard Kacey's voice, sounding more and more like Elita's everyday, in a commanding tone to settle down. More specifically for Sunstreaker and Sideswipe to stop jumping on the couches like a couple of sparklings.

I peeked in, protectively keeping Akima behind me just in case a random cup of drained high grade came my way. None came. And I saw that Sunny and Sides were actually listening to Kacey's orders as they returned to their seats with Bumblebee.

"Great, the idiot duo are over energized already!"

"Can't say I blame them. You gave them a good aft whipping," Akima counted as we finally stepped into the recreation room.

"They giving you any trouble, Kacey?" I asked, glaring at the young trio.

"Nothing I can't handle. Here, I saved these two seats for you both," they young femme smiled, indicating the two seater couch. The same couch I usually see couples making out on! Nice thinking kid!

I smiled helping Akima take her seat. She then promptly snuggled against me after I sat beside her. My frame relaxed, wrapping an arm around her, enjoying the feel of her warmth against me. I was so relieved that I didn't mess things up between us. I would have been at a loss as to how to fix it.

"It's a short movie I picked out just for you two love birds," Kacey smirked, lowering the lights.

I watched her go sit with Bumblebee and the twins, presumable to keep them quiet during the movie. I had to give Kacey credit she could control the twins better than most of us, including Optimus and Prowl.

"Woohoo!" Sunny cheered when the large LCD monitor lit up and the movie started. The mech was immediately shushed by all in the room.

Of course, when the title of the film came up I immediately accessed the internet to find out about it. Anything so I could anticipate how Akima might respond to it.

A children's movie?

I glanced over to see Kacey smiling at me. I gave her a puzzled look, like what the frag is up with this? She just gave me the thumbs up and pointed at the screen obviously insisting I pay attention and that all was well.

"What's wrong?" Akima asked.

"Nothing," I quickly smiled, leaning back.

I guess I was going to have to trust Kacey on this one.

Of course, it didn't take long for me to realize why the femme picked this particular film. True, the robots made it easier for Akima to relate to so she could understand the story better. But it was also filled with action, adventure, and most importantly love.

I snuck little glances over at Akima to see she was totally enthralled as WALL.E and EVE danced in space. I think she was even more enamored when she saw how devoted the two robots were to each other, that they were willing to do whatever it took to save one another.

By the time its climactic conclusion came I found myself unable to look away from Akima. I was totally captivated by her beauty, her smile, her laugh as she watched. My spark fluttered wildly within its chamber. My processor was completely at ease. No more doubts about myself in relation to the femme. No more worries about the choices I made about her.

I loved her.

Before the movie's end credits even started Akima turned to me as if sensing my gaze. My spark stilled. The rest of the room seemed to fall away leaving only us. There was so much emotion…affection…perhaps even love in her optics as she looked at me. I found myself unable to speak. I think I even stopped breathing.

Soft music sounded from somewhere in the distance and only seemed to enhance the moment as we continually stared at each other.

_There's a calm surrender to the rush of day_

_When the heat of a rolling wind can be turned away_

_An enchanted moment, and it sees me through_

_Its enough for this restless warrior just to be with you_

_And can you feel the love tonight_

_It is where we are_

_Its enough for this wide-eyed wanderer_

_That we got this far_

_And can you feel the love tonight_

_How its laid to rest_

_Its enough to make kings and vagabonds_

_Believe the very best_

_There's a time for everyone if they only learn_

_That the twisting kaleidoscope moves us all in turn_

_There's a rhyme and reason to the wild outdoors_

_When the heart of this star-crossed voyager beats in time with yours_

"Oh for frag's sake! Kiss the femme!" Sunny's voice crashed through instantly killing the moment.

Akima and I blinked out optics covers as if dazed and watched as Kacey, Bumblebee (who had been playing the music I'd find out later), and Sides where all beating up on Sunny. They weren't hitting him hard and I think Kacey was actually tickling him more than anything.

"Way to ruin the moment you aft!" they shouted.

"I was just saying what we were all thinking!" Sunny said in his defense between his shouts of pain and laughing.

"I think you should save him," Akima spoke softly.

"Are you sure?" I asked, wrapping both arms around her.

"I think you beat him up enough earlier. Do it for me, please?"

"How can I say no to you?" I smiled, kissing her tenderly. Then I pulled away, rising to me feet. Akima took hold of my hand and stood up beside me. "Ok, leave the idiot alone. He's been abused enough today."

"Are you sure?" Kacey asked.

"Regrettably, I'm sure."

"Thank you, Magnus!" Sunny yelped as the others backed off.

"Don't thank me, thank Akima. I wouldn't mind a second feature watching you get your aft kicked."

"Oh haha," Sunny frowned.

Sides sat beside him, wrapping his arm around his brother. The two of them started whispering, no doubt planning their revenge upon me. In the meantime, it'd been a long day and I had an even busier day tomorrow.

"Well, thank you very much for the movie, Kacey," I smiled.

"Yes, it was rather enjoyable," Akima agreed.

"It was my pleasure."

"OW! SUNNY!" Bee wailed.

Kacey rolled her optics and sighed, "Well I have more sparkling duty to do for the next film…"

"We heard that!" the twins and Bee shouted.

"So, I'll bid you two a wonderful rest of your evening," she smiled.

With that Akima and I made our way towards the door. The lights dimmed and the next movie was up and running making everyone cheer. From the sounds of explosions and gunfire I heard as we strolled slowly down the hallway, it was one of those action movies Kacey and the twins loved watching.

I lost count of how many times Sunny and Sides tried to re-create some whacky car stunt they'd seen in a movie only to end up in Ratchet's medbay. I pray when Kacey gets her transformation abilities back she doesn't try the same thing. Bad enough she tried some of the fight movies with Nitro.

"Did you have a nice evening?" I asked when we entered the living quarters of the base.

Akima's response was a bit surprise but welcomed.

She pulled me down and kissed me passionately. As the kiss deepened her hands caressed my armor in a somewhat needy fashion. She even dared to grab my aft. I of course, reciprocated the gesture and then some, probing her mouth with my tongue, squeezing her aft and pressing my body into hers until her back was up against a nearby wall.

"**HEY**!" an irate voice snapped, making us jump apart. Ratchet was standing there, fuming and covering his daughter's optics. "You have a room to do that in! There are younglings up at this hour still!"

"Did Magnus and Akima have sparks like when WALL.E and EVE touched?" Kayla innocently asked, making me cringe where I stood.

Ratchet's left optic cover started twisting and his core temperature started climbing. Kayla was his precious little untainted femme. No one and I mean **NO ONE** dared do anything like what Akima and I just did in front of her innocent, young optics!

"We are so, sorry, Ratchet!" Akima said, grabbing my hand and pulling me with her. "We'll be more careful next time! Promise."

"**YOU'D BETTER**!" he warned just before we disappeared through the door of my quarters.

Akima and I started laughing and kissing each other. Primus, that was close!

"I'm so in trouble for my next maintenance exam," I chuckled.

"I didn't even think about it when I saw them in the recreation room to watch the movie."

"I didn't even notice them!"

"That's because you couldn't take your optics off me," she smirked.

"I…what…um…"

Frag, only she can get me so flustered that I'm at a loss for words.

"Just kiss me, silly," she laughed, wrapping her arms around my neck.

"As you wish."

Again, we kissed passionately, deeply. And it was then that I noticed a slight change in Akima from when we'd kissed earlier in the shower. She seemed more _**confident**_.

She grabbed my aft, squeezing it roughly.

Oh…definitely more confident!

"Magnus…can…can we interface?" she asked, breaking the kiss and thus confirming what I felt.

"Akima…"

"I admit I'm nervous about it. But I know that's how I'm always going to be until I actually do it."

My interface systems were excitedly agreeing with her. I told them to frag off. Now was not the time to act like an over eager youngling. No, it was a time for experience, for finesse, tenderness. This femme needed to learn about the art of pleasure and I was more than willing to be her teacher.

"I have an idea," I said to her, leading her to my recharge berth. "I want to do something for you Akima. But I need you to trust me."

She nodded her head, looking nervous.

I smiled, retracting my battle armor to show her my protoform, "Please, retract your armor. Our protoforms are most sensitive when they're not covered with armor."

"I've never…not in front of a mech, unless it was for my maintenance exam with a doc bot," she said shyly, even her optics avoided looking at me in my most vulnerable form.

"Shh, it's ok," I cooed, gently cupping her chin in my hand. "You can trust me, love. I will not harm you in anyway. I'm going to overload you without interfacing with you."

"How?"

I chuckled softly at her innocence.

"That is what I want you to find out. Interfacing is so much more than just two mechanisms joining. I want to show you that. Allow me to overload you and experience pleasures you possibly could not imagine."

"Do you want me to do anything?" she asked, still sounding a little nervous but I could see the eagerness in her optics.

"Just retract your armor, lie down, and concentrate on what you're feeling," I whispered to her, my fingers softly tracing the sweet curve of her face, across the thin jaw, and down that slender neck. "Allow me to do this for you, Akima."

I felt her tremble beneath my fingertips. But it wasn't like earlier in the shower. I boldly smiled then kissed her deeply. One hand slid over her heaving smooth breastplates, the other slid down her backside, cupping her petite aft. Pressing my form into hers, I maneuvered her towards the berth. Once there, I slowly lowered her down onto it.

"Retract your armor," I spoke softly, kissing her audio receptor, kneeling to one side of her.

This time Akima did not hesitate. I watched in anticipation as the armor slid, glided and retracted to reveal her slender beautiful protoform. Her optics remained fixed on mine when I looked back up to her face.

"You are so beautiful," I whispered, moving, hovering over her so closely that I could feel the heat from her body radiating near mine. "Just relax."

I began my pleasurable assault on her by suckling what I knew to be a sensitive hot spot of a femme's body, on her neck just below her audio receptor. From there I affectionately nibbled up her jaw, teasing her lips with my own before moving down the other side of her jaw and finally to just below her other audio receptor.

But enough kissing.

"I want you to close your optics and concentrate on what your body feels," I spoke softly into her audio receptor.

"What about my interface panel? Should I open it now or when you tell me to?" she asked when I gently nuzzled not nose against hers.

"Open it when you feel comfortable," I smiled, kissing her deeply.

Moving beside her, my hands started exploring her body, taking my time. Her slender neck. The rise of her bosom. The flat, taut belly. The delicate curve of her hip and strong thighs. Fingers gently needed various parts of her body, experimentally searching for her sensual hot spots. Akima would moan and lean into my touch if I hit a particularly sensitive spot.

Once I felt confident I knew some of her pleasure zones, I boldly stroked her inner thighs. Slowly, moving upwards making her legs spread apart. I dared to let one finger lightly graze over the center of her heated interface panel.

It instantly slid open and a trace amount of lubricant seeped out.

I smiled. Youth and inexperience. Oh well. She will learn how to extend certain pleasures as she gains experience. As a result, I purposely stroked and caressed the sensitive soft metal skin that surrounded her port. In a sense, I teased her to see how she'd react.

Her hips grew restless and she spread her legs a little further apart. All signs of an invitation. But not yet. I wasn't going to rush her into her first overload. That wasn't my style. The art of intimacy cannot be rushed if one was to enjoy it to its fullest extent.

However, it was difficult. My interface systems were as eager as her. It was only through skill and experience that I was able to maintain control and not allow my interface systems to dictate my actions.

"I'm going to try something. Please tell me if it hurts in anyway."

"Ok," she rasped, keeping her optics closed.

With one finger, I swiped up the small amount of lubricant then slowly slid my finger around the rim of her small port. She mewled loudly. The soft, gently action triggered more lubricant to seep out. I repeated the slow, teasing, action with a feathery touch.

Akima gently nudged at my appendage, needing more.

I smiled. It was now or never.

Carefully and slowly, I slipped my finger into her port and slid it around, stroking the inner wall. This time Akima cried out to Primus, grabbing hold of the bed with her hands. Not the first time I've made a femme crying out to our God during a passionate moment.

But as expected, she had a rather sensitive port which had to be handled delicately. I feared that as I continually moved my finger in and out and around her port that she'd overload. I didn't want to overload her that way. At least, not today. Perhaps another time.

No, what I had in mind was perhaps a little more intimate.

So, I pulled my finger out slowly and moved between her spread legs. Getting down closer, I pressed my lips to her metal skin just above her port. She was growing more restless and I knew she was more than ready to the next step.

Mouth open, I suckled along the rim of her port, enticing her, pleasuring her. Then I stuck my tongue into her port, licking the sensitive pleasure node located within her port just below the outer rim. Akima bucked and cried out in surprise, making me have to hold her legs down with my arms.

Looking up I saw her supple chest rise and fall rapidly. The more I teased, licked and nibbled the node the faster she panted. From experience I knew I was close to overloading her. She writhed and mewled before me as I continued to stimulate her over and over until finally her first ever overload erupted through her systems.

Akima threw her head back, arching into me instinctively and gasped loudly. Feeling her legs relax in my arms, I let them go then sat up and watched her in her relaxed state, taking in every lovely detail.

Her body was still trembling from the after effects of her overload. Her beautiful face expressed the contentment that came after a good climax. It made me smile that I was able to do this for her. Then her optics fluttered open and my smile grew more affectionate. Soft blue orbs mirrored her body's state. Her lips stretched into a loving smile.

"Wow," she sighed, her voice husky from the exertion on her systems.

"That about sums up an overload perfectly," I smiled, snuggling beside her, my one hand caressed her body lovingly.

"What about you?" she worriedly asked.

"I'm fine," I replied.

"You're running hot. I can hear your cooling systems."

"Don't worry about me," I insisted. "I have patience and can wait."

"What…what if…" she started then turned all shy on me, blushing madly.

"What if what?"

"I want to experience more," she said softly. Then added firmly, optics filled with a flamed passion I had not anticipated from her yet but welcomed it none the less. "Magnus, I want to interface with you. Please."

"Are you sure?" I asked, pulling her up against my chest.

Akima nodded then kissed me deeply. The passion I had for her didn't take much to be reignited as we stroked and caressed one another. The scent of her sweet smell still lingered in the air around us only adding to the moment.

Perhaps I was a little eager but I could not stop my interface panel from retracting, allowing my interface rod to fully extend as I moved on top of her. I gasped into her kiss when she raised her leg slightly, grazing my interface rod. Akima immediately noticed a change between us.

"Is that…" she said.

"Sorry," I smiled sheepishly, pushing myself up off her so she could see.

"Wow…you're kind of…_big_!" she exclaimed, optics a bit wide.

"Are you sure you want to do this?" I asked, my arms starting to tremble, not from holding myself up but from the burning need of my interface systems.

"Yes. I'm ready."

"If I'm hurting you just tell me to stop and I'll pull out."

She nodded and I saw her optics were focused between us, watching what I was doing. I shifted my weight to one arm and reached between us, positioning the tip of my heated rod near her port opening. I know she has a small port but Primus made us all able to fit together. I knew it would stretch to allow my girth to penetrate her.

As a skilled lover, it was my responsibility to not hurt her in anyway. And so, carefully and ever so gently I slid my thick, throbbing rod into the opening of her moist, hot, tight port and watched Akima's reaction.

The curious femme opened her mouth slightly. I wanted to make sure I wasn't hurting her so I took it slowly. The further I moved in, the more of a reaction I got out of her. With her optics now shuddered, she dropped her had back and arched her sinuous neck up towards me, tempting me.

I could not hold back from tasting it, feeling her moaning against my lips. The rise of her shapely chest jutted up, pressing into mine. Her hands that had been gripping my shoulders, were now sliding up and down the back of my arms. All telltale signs that she was feeling…good.

A deep groan rumbled in my throat when I slipped effortlessly in the rest of the way. My hips moved with careful deliberation when I pulled back then pressed inward. Gliding. Sliding. In. Out. In. It didn't take long for Akima's hips to move hungrily against mine. She was young and I expected that.

I continued to move steadily, methodically between her opened thighs. Akima began responding more and more. Moist desperate kisses. Her body was undulating beneath me in rhythm with my own. Her hands grabbed my aft, forcing me down on her harder, as if wanting me to plunge deeper into her pleasantly warm center. Her cries of pleasure were growing in volume and fueled my craving for her even more.

I was on the verge of losing what little control I had left.

Then the walls of her port suddenly constricted around my rod as she moaned my name loudly and I was catapulted over the brink into pure ecstasy anxious to reach the pinnacle. Akima instinctively wrapped her legs around me as I thrust against her faster and harder.

"I love you, Akima," I panted between my kisses that moved over her neck and face.

My mouth found hers at last. Surprisingly, she forced her tongue into my mouth before I could do the same to her. I held it captive, suckling it, caressing it, relishing in her sweet metallic taste it with my own tongue. Finally, I released it, feeling my overload was now moments away.

"Talk to me," I urgently gasped, pressing my forehead against hers, slowly my hips to regain some semblance of control. "I need to know…I want to _**feel**_ you overload."

Her face scrunched up slightly as if frustrated at the same time her hips thrust hard up against mine.

"Tell me what you want, love," I whispered. "Tell me what you _**need**_."

She whimpered, trembling hands caressed my chest.

"Shh, relax…let it come," I told her, adjusting my hips slightly, driving into her with a slight gyration that changed the angle I slid within her.

"Ahh, Magnus!" she gasped, mouth wide open, arching her back.

"You liked that," I smiled, knowing my rod slid with just the right pressure over her sensitive inner node.

"Oh yes!"

I did it again, just a little bit harder.

"YES!"

Again, a little faster. Then again even faster and harder, making her shout.

"Magnus…" she moaned loudly, her optic covers fluttered and I new her overload was about to happen.

I grunted, closing my optics covers I focused on driving my hips as before, feeling her deliciously tight port completely engulf my swollen rod over and over. The energy within my interface systems was building up quickly with each pelvic push. Akima's pants and moans increased in frequency until her voice called my name out in orgasmic intoxication.

A moment later, my own overload accelerated from my interface rod to the rest of my body in an electrical current of sexual euphoria. Utterly lost to the sensations, I collapsed on her. Together our bodies trembled and convulsed, riding out our climax to its fullest extent.

It took several long minutes before I was able to lift my head up to see the relaxed, pleasant smile on Akima's face. To me she was the most beautiful femme in existence.

"You're so beautiful," I whispered as tender fingers caressed her face.

"Hmm, thank you," she sighed, lazily opening her optic covers. "You're rather handsome for a mech wrecker."

I blushed, making her giggle softly.

"I'm so tired now," she said, barely able to keep her optic covers open. "Does interfacing always wear one out?"

"Not always. But this was your first time. So it's normal for you to need a long recharge afterwards."

"Ok," she murmured, snuggling up to me. "Thank you…my handsome mech.

"You're welcome," I smiled, kissing her lips. "Recharge my love."

My smiled widened as she was in recharge before I even finished my sentence. Careful to not disturb her, I slowly slide my rod from her port and heard the distinct soft click of her interface panel automatically closing up. Then I moved onto my back, holding her to my chest, but making sure she was in a comfortable position. Moments later I contently fell into recharge for the night, feeling wonderful about my future with this lovely femme.

* * *

For those that do not know, the song is by Elton John, called Can You Feel the Love Tonight. I swear I'm such a hopeless romantic as I was nearly in tears during that scene. I hope everyone enjoyed the fic. Sorry it took so long. I had to finish it before posting the final chapter of MBRS. I hope you really ENJOYED that Phoenix13. That was for you girl!


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